Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 19, 2016 | Jun. 30, 2015 | |
Document Documentand Entity Information [Abstract] | |||
Entity Registrant Name | STERICYCLE INC | ||
Entity Central Index Key | 861,878 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | SRCL | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 84,647,029 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $ 11,358,678,595 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets: | ||
Cash and cash equivalents | $ 55,634 | $ 22,236 |
Short-term investments | 69 | 380 |
Accounts receivable, less allowance for doubtful accounts of $22,329 in 2015 and $19,083 in 2014 | 614,494 | 465,473 |
Prepaid expenses | 46,740 | 30,632 |
Other current assets | 44,891 | 33,173 |
Total Current Assets | 761,828 | 551,894 |
Property, Plant and Equipment, less accumulated depreciation of $426,019 in 2015 and $364,124 in 2014 | 665,602 | 460,408 |
Goodwill | 3,758,177 | 2,418,832 |
Intangible assets, less accumulated amortization of $151,025 in 2015 and $114,922 in 2014 | 1,842,561 | 909,645 |
Other assets | 49,282 | 32,523 |
Total Assets | 7,077,450 | 4,373,302 |
Current Liabilities: | ||
Current portion of long-term debt | 161,409 | 131,969 |
Accounts payable | 149,202 | 114,596 |
Accrued liabilities | 197,329 | 131,743 |
Deferred revenues | 16,989 | 21,624 |
Other current liabilities | 62,420 | 60,975 |
Total Current Liabilities | 587,349 | 460,907 |
Long-term debt, net of current portion | 3,052,639 | 1,527,246 |
Deferred income taxes | 608,272 | 403,847 |
Other liabilities | 81,352 | 64,117 |
Equity: | ||
Common stock (par value $0.01 per share, 120,000,000 shares authorized, 84,852,584 issued and outstanding in 2015 and 84,883,517 issued and outstanding in 2014) | 849 | 849 |
Additional paid-in capital | 1,143,020 | 289,211 |
Accumulated other comprehensive loss | (282,631) | (138,419) |
Retained earnings | 1,868,645 | 1,743,371 |
Total Stericycle, Inc.’s Equity | 2,729,891 | 1,895,012 |
Noncontrolling interest | 17,947 | 22,173 |
Total Equity | 2,747,838 | 1,917,185 |
Total Liabilities and Equity | 7,077,450 | 4,373,302 |
Series A Preferred Stock | ||
Equity: | ||
Preferred stock (par value $0.01 per share, 1,000,000 shares authorized), Mandatory Convertible Preferred Stock, Series A, 770,000 issued and outstanding in 2015 | $ 8 | $ 0 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accounts receivable, allowance for doubtful accounts | $ 22,329 | $ 19,083 |
Accumulated depreciation | 426,019 | 364,124 |
Intangible assets, accumulated amortization | $ 151,025 | $ 114,922 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 770,000 | |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, issued | 84,852,584 | 84,883,517 |
Common stock, outstanding | 84,852,584 | 84,883,517 |
Series A Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 770,000 | |
Preferred stock, shares outstanding | 770,000 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Revenues | $ 2,985,908 | $ 2,555,601 | $ 2,142,807 |
Costs and Expenses: | |||
Cost of revenues (exclusive of depreciation shown below) | 1,658,081 | 1,404,712 | 1,128,170 |
Depreciation - cost of revenues | 61,642 | 56,478 | 50,003 |
Selling, general and administrative expenses (exclusive of depreciation and amortization shown below) | 712,803 | 489,937 | 390,610 |
Depreciation – SG&A | 20,272 | 15,446 | 11,338 |
Amortization | 45,498 | 32,692 | 27,067 |
Total Costs and Expenses | 2,498,296 | 1,999,265 | 1,607,188 |
Income from Operations | 487,612 | 556,336 | 535,619 |
Other Income (Expense): | |||
Interest income | 224 | 120 | 294 |
Interest expense | (77,498) | (66,142) | (55,243) |
Other income/ (expense), net | 569 | (2,746) | (2,924) |
Total Other Expense | (76,705) | (68,768) | (57,873) |
Income Before Income Taxes | 410,907 | 487,568 | 477,746 |
Income tax expense | 142,894 | 159,422 | 164,662 |
Net Income | 268,013 | 328,146 | 313,084 |
Less: net income attributable to noncontrolling interests | 967 | 1,690 | 1,712 |
Net Income Attributable to Stericycle, Inc. | 267,046 | 326,456 | 311,372 |
Less: mandatory convertible preferred stock dividend | 10,106 | 0 | 0 |
Net Income Attributable to Stericycle, Inc. Common Shareholders | $ 256,940 | $ 326,456 | $ 311,372 |
Earnings Per Common Share Attributable to Stericycle, Inc. Common Shareholders: | |||
Basic (in dollars per share) | $ 3.02 | $ 3.84 | $ 3.62 |
Diluted (in dollars per share) | $ 2.98 | $ 3.79 | $ 3.56 |
Weighted Average Number of Common Shares Outstanding: | |||
Basic (shares) | 84,944,841 | 84,932,792 | 85,902,550 |
Diluted (shares) | 86,162,609 | 86,233,612 | 87,391,988 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 268,013 | $ 328,146 | $ 313,084 |
Other Comprehensive Income/ (Loss): | |||
Foreign currency translation adjustments | (140,648) | (82,871) | (19,160) |
Amortization of cash flow hedge into income, net of tax ($452, $209 and $200) for the years ended December 31, 2015, 2014 and 2013, respectively) | 716 | 339 | 314 |
Change in fair value of cash flow hedge, net of tax ($2,623, $813 and $0 for the years ended December 31, 2015, 2014 and 2013, respectively) | (4,119) | (2,069) | 0 |
Total Other Comprehensive Loss | (144,051) | (84,601) | (18,846) |
Comprehensive Income | 123,962 | 243,545 | 294,238 |
Less: comprehensive loss/ (income) attributable to noncontrolling interests | 1,128 | (960) | 270 |
Comprehensive Income Attributable to Stericycle, Inc. Common Shareholders | $ 122,834 | $ 244,505 | $ 293,968 |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Amortization of cash flow hedge into income, tax | $ 452 | $ 209 | $ 200 |
Change in fair value of cash flow hedge, tax | $ 2,623 | $ 813 | $ 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
OPERATING ACTIVITIES: | |||
Net income | $ 268,013 | $ 328,146 | $ 313,084 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Stock compensation expense | 21,750 | 17,773 | 17,457 |
Excess tax benefit of stock options exercised | (16,897) | (17,906) | (17,153) |
Depreciation | 81,914 | 71,924 | 61,341 |
Amortization | 45,498 | 32,692 | 27,067 |
Deferred income taxes | (10,294) | 16,550 | 30,930 |
Other, net | 7,467 | 8,932 | 1,103 |
Changes in operating assets and liabilities, net of effect of acquisitions and divestitures: | |||
Accounts receivable | (55,890) | (34,116) | (54,767) |
Accounts payable | 26,366 | (5,712) | 7 |
Accrued liabilities | 26,060 | 21,279 | 4,547 |
Deferred revenues | (4,615) | 1,017 | (1,319) |
Other assets and liabilities | 956 | 7,921 | 23,010 |
Net cash provided by operating activities | 390,328 | 448,500 | 405,307 |
INVESTING ACTIVITIES: | |||
Payments for acquisitions, net of cash acquired | (2,419,437) | (374,321) | (161,936) |
Proceeds from/ (purchases of) investments | 294 | (1,957) | 73 |
Capital expenditures | (114,761) | (86,496) | (73,109) |
Net cash used in investing activities | (2,533,904) | (462,774) | (234,972) |
FINANCING ACTIVITIES: | |||
Repayments of long-term debt and other obligations | (93,172) | (101,231) | (88,507) |
Proceeds from foreign bank debt | 53,747 | 205,086 | 218,968 |
Repayments of foreign bank debt | (87,308) | (193,284) | (201,967) |
Proceeds from term loan | 1,550,000 | 0 | 0 |
Repayment of term loan | (300,000) | 0 | 0 |
Proceeds from private placement of long-term note | 600,000 | 0 | 0 |
Repayments of private placement of long-term note | (100,000) | 0 | 0 |
Proceeds from senior credit facility | 1,907,402 | 1,413,026 | 1,029,718 |
Repayments of senior credit facility | (2,004,385) | (1,216,031) | (984,979) |
Payments of capital lease obligations | (3,865) | (5,826) | (4,024) |
Payments of deferred financing costs | (9,903) | (2,280) | 0 |
Payment of cash flow hedge | (8,833) | 0 | 0 |
Purchases and cancellations of treasury stock | (130,576) | (194,066) | (163,700) |
Proceeds from issuance of mandatory convertible preferred stock | 746,900 | 0 | 0 |
Dividends paid on mandatory convertible preferred stock | (10,106) | 0 | 0 |
Proceeds from issuance of common stock | 60,124 | 51,852 | 42,345 |
Excess tax benefit of stock options exercised | 16,897 | 17,906 | 17,153 |
Payments to noncontrolling interests | (5,714) | (5,201) | (1,026) |
Net cash provided by/ (used in) financing activities | 2,181,208 | (30,049) | (136,019) |
Effect of exchange rate changes on cash and cash equivalents | (4,234) | (608) | (1,809) |
Net increase/ (decrease) in cash and cash equivalents | 33,398 | (44,931) | 32,507 |
Cash and cash equivalents at beginning of period | 22,236 | 67,167 | 34,660 |
Cash and cash equivalents at end of period | 55,634 | 22,236 | 67,167 |
NON-CASH ACTIVITIES: | |||
Issuances of obligations for acquisitions | 80,189 | 145,938 | 100,101 |
Issuances of obligations for noncontrolling interest | $ 0 | $ 0 | $ 6,119 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Preferred StockSeries A Preferred Stock | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interest |
Beginning Balance (in shares) at Dec. 31, 2012 | 0 | 85,988 | |||||
Beginning Balance at Dec. 31, 2012 | $ 1,557,323 | $ 0 | $ 860 | $ 116,720 | $ 1,463,277 | $ (39,064) | $ 15,530 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 313,084 | 311,372 | 1,712 | ||||
Currency translation adjustment | (19,160) | (17,718) | (1,442) | ||||
Change in qualifying cash flow hedge, net of tax | 314 | 314 | |||||
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases (in shares) | 973 | ||||||
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases | 48,001 | $ 10 | $ 47,991 | ||||
Purchase/ cancellation of treasury stock (in shares) | (1,461) | ||||||
Purchase and cancellation of treasury stock | (163,700) | $ (15) | (163,685) | ||||
Stock compensation expense | 17,457 | $ 17,457 | |||||
Excess tax benefit of stock options exercised | 17,153 | 17,153 | |||||
Noncontrolling interests attributable to acquisitions | 4,211 | 4,211 | |||||
Reduction to noncontrolling interests due to additional ownership | (7,145) | (4,211) | (2,934) | ||||
Ending Balance (in shares) at Dec. 31, 2013 | 0 | 85,500 | |||||
Ending Balance at Dec. 31, 2013 | 1,767,538 | $ 0 | $ 855 | 195,110 | 1,610,964 | (56,468) | 17,077 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 328,146 | 326,456 | 1,690 | ||||
Currency translation adjustment | (82,871) | (80,221) | (2,650) | ||||
Change in qualifying cash flow hedge, net of tax | (1,730) | (1,730) | |||||
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases (in shares) | 1,061 | ||||||
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases | 58,562 | $ 11 | $ 58,551 | ||||
Purchase/ cancellation of treasury stock (in shares) | (1,677) | ||||||
Purchase and cancellation of treasury stock | (194,066) | $ (17) | (194,049) | ||||
Stock compensation expense | 17,773 | $ 17,773 | |||||
Excess tax benefit of stock options exercised | 17,906 | 17,906 | |||||
Noncontrolling interests attributable to acquisitions | 6,781 | 6,781 | |||||
Reduction to noncontrolling interests due to additional ownership | (854) | (129) | (725) | ||||
Ending Balance (in shares) at Dec. 31, 2014 | 0 | 84,884 | |||||
Ending Balance at Dec. 31, 2014 | 1,917,185 | $ 0 | $ 849 | 289,211 | 1,743,371 | (138,419) | 22,173 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 268,013 | 267,046 | 967 | ||||
Currency translation adjustment | (140,648) | (140,809) | 161 | ||||
Change in qualifying cash flow hedge, net of tax | (3,403) | (3,403) | |||||
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases (in shares) | 973 | ||||||
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases | 68,640 | $ 10 | 68,630 | ||||
Issuance of mandatory convertible preferred stock (in shares) | 770 | ||||||
Issuance of mandatory convertible preferred stock | 746,900 | $ 8 | $ 746,892 | ||||
Purchase/ cancellation of treasury stock (in shares) | (1,004) | ||||||
Purchase and cancellation of treasury stock | (131,676) | $ (10) | (131,666) | ||||
Preferred stock dividend | (10,106) | (10,106) | |||||
Stock compensation expense | 21,750 | $ 21,750 | |||||
Excess tax benefit of stock options exercised | 16,897 | 16,897 | |||||
Reduction to noncontrolling interests due to additional ownership | (5,714) | (360) | (5,354) | ||||
Ending Balance (in shares) at Dec. 31, 2015 | 770 | 84,853 | |||||
Ending Balance at Dec. 31, 2015 | $ 2,747,838 | $ 8 | $ 849 | $ 1,143,020 | $ 1,868,645 | $ (282,631) | $ 17,947 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS | DESCRIPTION OF BUSINESS We were incorporated in 1989 and presently serve a diverse customer base of more than 1,000,000 customers throughout the United States, Argentina, Austria, Australia, Belgium, Brazil, Canada, Chile, France, Germany, Ireland, Japan, Luxembourg, Mexico, the Netherlands, Portugal, Romania, Republic of Korea, Singapore, South Africa, Spain, and the United Kingdom. We lease office space for our corporate offices in Lake Forest, Illinois. Domestically, we own or lease 114 processing facilities, which are primarily autoclaves for medical waste and shredders for secure information destruction. All of our processing facilities also serve as collection sites. We own or lease 218 additional transfer sites, 21 additional sales/administrative sites, and 83 other service facilities. Internationally, we own or lease 139 processing facilities, the majority of which use autoclave waste processing technology. We also own or lease 140 additional transfer sites, 62 additional sales/administrative sites, 54 other service facilities, and 3 landfills. We are a business-to-business services provider with a focus on regulated and compliance solutions for healthcare, retail, and commercial businesses. This includes the collection and processing of regulated and specialized waste for disposal and the collection of personal and confidential information for secure destruction, plus a variety of training, consulting, recall/return, communication, and compliance services. Our solutions for regulated or specialty waste streams include: medical waste disposal, pharmaceutical waste disposal, hazardous waste management, sustainability solutions for expired or unused inventory, and secure information destruction of documents or e-media. Our compliance solutions include: training and consulting through our Steri-Safe ® and Clinical Services programs as well as inbound/outbound communications, data reporting, and other regulatory compliance services. Our regulated recall and returns management solutions consist of communication, logistics, and data management services to support the recall, withdrawal, or return of expired or recalled products. We have 14,170 employees in the United States, of which 419 are covered by collective bargaining agreements. Internationally, we have 11,302 employees, of which approximately 2,703 are covered by collective bargaining agreements, primarily in Latin America. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation: The consolidated financial statements include the accounts of Stericycle, Inc. and its subsidiaries. Revenue Recognition: Revenues for our regulated medical waste management services, other than our compliances services, and secure information destruction services are recognized at the time of waste collection. Our compliance service revenues are recognized evenly over the contractual service period. Payments received in advance are deferred and recognized as services are provided. Revenues from hazardous waste services are recorded at the time waste is received at our processing facility. Revenues from regulated recall and returns management services and communication solutions are recorded at the time services are performed. Revenues from product sales are recognized at the time the goods are shipped to the ordering customer. Charges related to sales taxes and international value added tax ("VAT") and other similar pass through taxes are not included as revenue. Acquisition Accounting: Acquisition accounting requires us to recognize assets and liabilities at their fair value. The process of determining fair value requires time to complete, therefore we will make some estimates at the time of acquisition. These estimates are primarily for amortizable intangibles and, if appropriate, an associated deferred tax liability. These estimates are based on historical experience and allow us to recognize amortization expense until the final valuation is complete. Goodwill and Other Identifiable Intangible Assets: Goodwill associated with the excess of the purchase price over the fair value of the net assets acquired is not amortized, but is subject to an annual impairment test. In accordance with applicable accounting standards, we evaluate on at least an annual basis, using the fair value of reporting units, whether goodwill is impaired. If we were to determine that a significant impairment has occurred, we would be required to incur non-cash charges of the impaired portion of goodwill that could have a material adverse effect on our results of operations in the period in which the impairment charge occurs. During the quarter ended June 30, 2015, we performed our annual goodwill impairment evaluation for our three reporting units, Domestic Regulated and Compliance Services, Domestic Regulated Recall and Returns Management Services, and International Regulated and Compliance Services. We calculate the fair value of our reporting units using an income method and validate those results using a market approach. Both the income and market approaches indicated no impairment to goodwill in any of our three reporting units. See Note 11 - Goodwill and Other Intangible Assets in the Notes to the Consolidated Financial Statements for more information about goodwill and the annual impairment test. We have determined that our permits have indefinite lives due to our ability to renew these permits with minimal additional cost, and therefore they are not amortized. We also have a tradename that we have determined has an indefinite life. Our indefinite lived intangible assets are tested for impairment annually at December 31, or more frequently, if circumstances indicate that they may be impaired. We use a qualitative assessment, as provided for under the FASB Accounting Standards Codification Topic 350, Intangibles - Goodwill and Other , to determine if is more likely than not that the asset is impaired. If there is an indication of impairment, we test the recoverability of the asset using either a discounted income or cost savings model to calculate fair value. The calculated fair value is based upon, among other things, certain assumptions about expected future operating performance, internal and external processing costs, and an appropriate discount rate determined by management. Our estimates of discounted income may differ from actual income due to, among other things, inaccuracies in economic estimates. See Note 11 - Goodwill and Other Intangible Assets in the Notes to the Consolidated Financial Statements for more information about indefinite lived intangible assets. Our finite-lived intangible assets are amortized over their useful lives using straight-line method. We have determined that our customer relationships have useful lives from 10 to 40 years based upon the type of customer, with a weighted average remaining useful life of 19.2 years. We have covenants not-to-compete intangibles with useful lives from 5 to 14 years, with a weighted average remaining useful life of 3.7 years. We have tradename intangibles with useful lives from 15 to 40 years, with a weighted average remaining useful life of 17.2 years. Other intangibles mainly consist of landfill air rights with a weighted average remaining useful life of 19.1 years. These assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may be less than its undiscounted estimated future cash flows. See Note 11 - Goodwill and Other Intangible Assets in the Notes to the Consolidated Financial Statements for more information about our intangible assets other than goodwill. Valuation of Intangibles: Valuation of our intangible assets other than goodwill is derived using a discounted income and cost savings approach. Financial information such as revenues, costs, assets and liabilities, and other assumptions related to the intangible asset are input into a standard valuation model to determine a stream of income attributable to that intangible. The income stream is then discounted to the present to arrive at a valuation. We perform annual impairment tests on our indefinite lived intangible assets. Our customer relationship valuation model, using the multi-period excess earnings method, assumes straight-line revenue loss. The calculation of determining a revenue loss rate starts with a base-line revenue point and then tracks revenue by customer, assuming no further revenue growth, to a point of zero revenues. A calculation of base-line revenue to zero revenue determines the useful life of customer relationships. Determining an accurate consumption of benefits from acquired customer relationships cannot be reliably determined because the services we provide to acquired customers changes from the base-line revenues over an extended period of time due to factors such as volume increase, price increase, and complementary service offerings. Therefore we amortize our finite-lived intangible assets using the straight-line method consistent with our valuation model. Income Taxes: We are subject to income taxes in both the U.S. and numerous foreign jurisdictions. We compute our provision for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities and for operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. Significant judgments are required in order to determine the realizability of these deferred tax assets. In assessing the need for a valuation allowance, we evaluate all significant available positive and negative evidence, including historical operating results, estimates of future taxable income and the existence of prudent and feasible tax planning strategies. Changes in the expectations regarding the realization of deferred tax assets could materially impact income tax expense in future periods. Undistributed earnings of foreign subsidiaries are considered permanently reinvested, and therefore no deferred taxes are recorded thereon. To provide for uncertain tax positions, we maintain a reserve for tax benefits assumed that do not meet a threshold of "more likely than not" to be sustained. Management believes the amount provided for uncertain tax positions is adequate. Accounts Receivable: Accounts receivable consist of amounts due to us from our normal business activities and are carried at their estimated collectible amounts. Our accounts receivable balance includes amounts related to VAT and similar international pass-through taxes. We do not require collateral as part of our standard trade credit policy. Accounts receivable balances are determined to be past due when the amount is overdue based on the contractual terms with the customer. We maintain an allowance for doubtful accounts to reflect the expected uncollectability of accounts receivable based on past collection history and specific risks identified among uncollected accounts. Accounts receivable are written off against the allowance for doubtful accounts when we have determined that the receivable will not be collected and/or when the account has been referred to a third party collection agency. No single customer accounts for more than approximately 1.5% of our accounts receivable. Bad debt expense was $13.7 million , $9.9 million and $4.8 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. Stock-Based Compensation: We issue stock options and restricted stock units ("RSU") to employees and directors as an integral part of our compensation programs. Stock options cost is measured at the grant date using the Black-Scholes model and is recognized as expense over the vesting period. Determining the fair value of stock options at the grant date requires estimating the expected volatility of our stock, the expected term of the award, and the risk-free rate. Our stock’s expected volatility and the expected term of the awards are based upon historical experience. The risk-free interest rate assumption is based upon the U.S. Treasury yield rates of a comparable period. The fair value of RSU is based on the closing price of the Company's common stock on the date of grant and is amortized to expense over the service period. If factors change and we employ different assumptions, stock-based compensation expense may differ significantly from what we have recorded in the past. Litigation: We operate in a highly regulated industry and deal with regulatory inquiries or investigations from time to time that may be instituted for a variety of reasons. We are also involved in a variety of civil litigation from time to time. Liabilities from litigation are accrued when known, probable and estimable. Share Repurchases: Purchase price over par value for share repurchases are allocated to retained earnings. Cash Equivalents and Short-Term Investments: We consider all highly liquid investments with a maturity of less than three months when purchased to be cash equivalents. Short-term investments consist of certificates of deposit which mature in less than one year. Property, Plant and Equipment: Property, plant and equipment are stated at cost. Depreciation and amortization, which include the depreciation of assets recorded under capital leases, are computed using the straight-line method over the estimated useful lives of the assets as follows: Building and improvements 5 to 50 years Machinery and equipment 2 to 30 years Containers 2 to 20 years Vehicles 2 to 10 years Office equipment and furniture 2 to 20 years Software 2 to 15 years Our containers have a weighted average remaining useful life of 12.5 years. Environmental Remediation Liabilities: We record a liability for environmental remediation when such liability becomes probable and the costs or damages can be reasonably estimated. We accrue environmental remediation costs, on an undiscounted basis, associated with identified sites where an assessment has indicated that cleanup costs are probable and can be reasonably estimated, but the timing of such payments is not fixed and determinable. Such accruals are based on currently available information, estimated timing of remedial actions, existing technology, and enacted laws and regulations. Insurance: Our insurance for workers’ compensation, vehicle liability and physical damage, and employee-related health care benefits is obtained using high deductible insurance policies. A third-party administrator is used to process all such claims. We require all workers’ compensation, vehicle liability and physical damage claims to be reported within 24 hours. As a result, we accrue our workers’ compensation, vehicle and physical damage liability based upon the claim reserves established by the third-party administrator at the end of each reporting period. Our employee health insurance benefit liability is based on our historical claims experience rate. Our earnings would be impacted to the extent that actual claims vary from historical experience. We review our accruals associated with the exposure to these liabilities for adequacy at the end of each reporting period. Financial Instruments: Our financial instruments consist of cash and cash equivalents, short-term investments, accounts receivable and payable, derivatives, and long-term debt. At December 31, 2015 , the fair value of the Company’s debt obligations was estimated at $3.22 billion , compared to a carrying amount of $3.21 billion . This fair value was estimated using market interest rates for comparable instruments. The Company has no current plans to retire a significant amount of its debt prior to maturity. Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of accounts receivable. Credit risk on trade receivables is minimized as a result of the large size of our customer base. No single customer represents greater than approximately 1.5% of total accounts receivable. We perform ongoing credit evaluation of our customers and maintain allowances for potential credit losses. For any contracts in loss positions, losses are recorded when probable and estimable. These losses, when incurred, have been within the range of our expectations. Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Some areas where we make estimates include allowance for doubtful accounts, credit memo reserve, accrued employee health and welfare benefits, stock compensation expense, income tax liabilities, accrued auto and workers’ compensation insurance claims, and intangible asset valuations. Such estimates are based on historical trends and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from our estimates. Future estimated expenses may fluctuate depending on changes in foreign currency rates. The estimates for payments due on long-term debt, lease payments under capital leases, accrued liabilities, contingent consideration liabilities, intangible assets amortization expense, and rental payments are based upon foreign exchange rates at December 31, 2015 . Foreign Currency Translation: Assets and liabilities of foreign affiliates that use the local currency as their functional currency are translated at the exchange rate on the last day of the accounting period, and income statement accounts are translated at the average rates during the period. Related translation adjustments are reported as a component of accumulated other comprehensive loss in Stericycle, Inc.'s equity. New Accounting Standards: Accounting Standards Recently Adopted Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity On January 1, 2015, we adopted Accounting Standards Update ("ASU") No. 2014-08, "Presentation of Financial Statements (Topic 205): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity," guidance on the presentation and disclosures of reporting discontinued operations. The new guidance defines a discontinued operation as a disposal of a component or group of components that is disposed of or is classified as held for sale and "represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results." For disposals of individually significant components that do not qualify as discontinued operations, an entity must disclose pre-tax earnings of the disposed component. The Company has not disposed of a component of our entity and therefore the implementation of this guidance did not affect our financial position, results of operations, or disclosure requirements. Simplifying the Accounting for Measurement-Period Adjustments As of December 31, 2015, we early adopted ASU No. 2015-16, "Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments," guidance that eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize measurement-period adjustments during the period in which it determines the amount of the adjustment. The implementation of this guidance did not materially impact our financial statements. Balance Sheet Classification of Deferred Taxes As of December 31, 2015, we early adopted ASU No. 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes," guidance that requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. At December 31, 2014, we have reclassified $28.3 million of current deferred tax assets to noncurrent deferred tax liabilities to conform to the current period balance sheet presentation. Other than the change in balance sheet presentation, there were no other impacts. Accounting in the Cloud As of December 31, 2015, we adopted ASU No. 2015-05, "Intangible - Goodwill and Other - Internal-Use Software (Subtotal 350-40): Customer's Accounting Fees Paid in a Cloud Computing Arrangement," guidance to determine whether customers in a cloud computing arrangement should account for a contract as a software license or as a service contract. The guidance applies only to internal-use software to which a customer obtains access in a hosting arrangement. The standard will be effective for financial statements issued for annual periods beginning after December 15, 2015, with early adoption permitted. We have evaluated our contracts and determined that our cloud computing arrangements do not include a software license criteria and therefore are properly treated as service contracts. Accounting Standards Issued But Not Yet Adopted Interest-Imputation of Interest In April 2015, the FASB issued ASU No. 2015-03, "Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs," guidance that requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. The recognition and measurement guidance for debt issuance costs are not affected by the accounting standard update. The standard will be effective for annual periods and interim periods within those annual periods beginning after December 15, 2015, with early adoption permitted. The revised standard will be adopted by the Company on January 1, 2016, will be applied retrospectively and will require reclassifications within the Company’s consolidated balance sheets and statements of cash flows. The revised standard only affects presentation and therefore will not have an impact on the Company’s results of operations. Revenue From Contracts With Customers In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" (Topic 606), guidance to provide a single, comprehensive revenue recognition model for all contracts with customers. The revenue guidance contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The amended authoritative guidance associated with revenue recognition is effective for the Company on January 1, 2018. The amended guidance may be applied retrospectively for all periods presented or retrospectively with the cumulative effect of initially applying the amended guidance recognized at the date of initial application. We are in the process of assessing the provisions of the new revenue recognition standard and have not determined whether the adoption will have a material impact on our consolidated financial statements. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS The following table summarizes the locations of our acquisitions for the years ended December 31, 2015 , 2014 and 2013 : Acquisition Locations 2015 2014 2013 United States 19 17 13 Argentina — 2 3 Brazil 2 3 2 Canada 2 2 3 Chile — 3 1 Ireland 1 — — Japan — 2 3 Mexico 3 — 1 Netherlands 2 — — Portugal — 5 2 Romania 4 3 6 Republic of Korea 6 1 — Spain 4 3 3 United Kingdom — 3 12 Total 43 44 49 During 2015, we completed 43 acquisitions, of which 19 were domestic and 24 were international. Domestically, we acquired selected assets of eleven regulated waste businesses, 100% of the stock of two regulated waste businesses, selected assets of one communication services business and 100% of the stock of another communication services business. Additionally, we acquired selected assets of four secure information destruction businesses. In Brazil, we acquired 100% of the stock of two regulated waste businesses. In Canada, we acquired 100% of the stock of one communication services and one secure information destruction business. In Ireland, we acquired 100% of the stock of one regulated waste business. In Mexico, we acquired 100% of the stock of two regulated waste businesses and selected assets of another. In the Netherlands, which represents a new market for us, we acquired 100% of the stock of one regulated waste business and selected assets of another. In Romania, we acquired selected assets of three regulated waste businesses and 100% of the stock of another. In the Republic of Korea, we acquired selected assets of six regulated waste businesses. In Spain, we acquired selected assets of four regulated waste businesses. The following table summarizes the aggregate purchase price paid for acquisitions and other adjustments of consideration to be paid for acquisitions during the years ended December 31, 2015 , 2014 and 2013 : In thousands 2015 2014 2013 Cash $ 2,419,437 $ 374,321 $ 161,936 Promissory notes 64,072 125,229 64,581 Deferred consideration 3,172 3,535 31,149 Contingent consideration 12,945 17,174 4,371 Total purchase price $ 2,499,626 $ 520,259 $ 262,037 For financial reporting purposes, our acquisitions were accounted for using the acquisition method of accounting. These acquisitions resulted in the recognition of goodwill in our financial statements reflecting the premium paid to acquire businesses that we believe are complementary to our existing operations and fit our growth strategy. During the twelve months ended December 31, 2015 , we recognized a net increase in goodwill of $1.42 billion excluding the effect of foreign currency translation (see Note 11 – Goodwill and Other Intangible Assets in the Notes to the Consolidated Financial Statements). A net increase of $1.13 billion was assigned to our United States reportable segment, and a net increase of $289.1 million was assigned to our International reportable segment. Approximately $528.6 million of the goodwill recognized during the twelve months ended December 31, 2015 will be deductible for income taxes. During the twelve months ended December 31, 2015 , we recognized a net increase in intangible assets from acquisitions of $1.05 billion , excluding the effect of foreign currency translation. The changes include $599.4 million in the estimated fair value of acquired customer relationships with amortizable lives of 10 to 40 years, $1.4 million in permits with indefinite lives, $423.3 million in tradenames with indefinite lives, and $27.9 million in other intangibles with amortizable lives of 3 to 20 years. The purchase prices for these acquisitions in excess of acquired tangible and identifiable intangible assets have been primarily allocated to goodwill, and are preliminary pending the completion of certain intangible asset valuations and completion accounts. The following table summarizes the preliminary purchase price allocation for current period acquisitions and other adjustments to purchase price allocations during the years ended December 31, 2015 , 2014 and 2013 : In thousands 2015 2014 2013 Fixed assets $ 198,145 $ 98,916 $ 15,582 Intangibles 1,052,016 276,798 92,398 Goodwill 1,422,673 235,597 179,795 Accounts receivable 135,800 68,019 19,920 Net other assets/ (liabilities) 18,133 (11,702 ) 3,260 Environmental remediation liabilities — (32,383 ) — Current liabilities (91,522 ) (67,334 ) (23,200 ) Debt (4,966 ) (22,102 ) (7,512 ) Net deferred tax liabilities (230,653 ) (18,769 ) (13,995 ) Noncontrolling interests — (6,781 ) (4,211 ) Total purchase price allocation $ 2,499,626 $ 520,259 $ 262,037 During the twelve months ended December 31, 2015 , 2014 and 2013 the Company incurred $39.1 million , $13.3 million , and $10.3 million , respectively, of acquisition related expenses. These expenses are included with "Selling, general and administrative expenses" ("SG&A") on our Consolidated Statements of Income. Included in the acquisitions discussed above, is the acquisition of Shred-it International ULC, an Alberta unlimited liability corporation ("SII"), Shredit JV LP, an Ontario limited partnership ("Shred-it JV"), Boost GP Corp., an Ontario corporation ("Boost GP"), and Boost Holdings LP, an Ontario limited partnership (together with SII, Shred-it JV and Boost GP, "Shred-it"). On October 1, 2015, we acquired Shred-it for an aggregate purchase price of $2.3 billion in cash. Shred-it is the global leader in secure information destruction, a highly complementary service to our regulated waste and compliance services and will provide operational synergies stemming from our core competencies in route logistics and lean management systems. The following table summarizes the preliminary purchase price allocation by major asset acquired and liability assumed, as well as the amount of goodwill recognized for Shred-it acquisition and in aggregate for all other 2015 acquisitions: In thousands Shred-it Acquisition Other Acquisitions Total Fixed assets $ 174,250 $ 23,895 $ 198,145 Intangibles 955,000 97,016 1,052,016 Goodwill 1,333,046 89,627 1,422,673 Accounts receivable 117,541 18,259 135,800 Net other assets/ (liabilities) 16,738 1,395 18,133 Current liabilities (72,178 ) (19,344 ) (91,522 ) Debt — (4,966 ) (4,966 ) Net deferred tax liabilities (220,505 ) (10,148 ) (230,653 ) Total purchase price allocation $ 2,303,892 $ 195,734 $ 2,499,626 The amounts in the table above are subject to change upon finalization of asset valuations and completion accounts. We used various techniques to determine fair value: • For fixed assets, we used a Market Approach to make preliminary estimates of fair value. • For customer relationships, we used an Income Approach using the Multi-Period Excess Earnings Method ("MPEEM") to make preliminary estimates of fair value of $534.0 million . • For the Shred-it tradename, we used an Income Approach using the Relief from Royalties method to make preliminary estimates of fair value of $421.0 million . The results of operations of these acquired businesses have been included in the consolidated statements of income from the date of the acquisition. Our revenues for the twelve months ended December 31, 2015 from the aggregate acquisitions during 2015 was approximately $258.5 million , of which $177.4 million was from the Shred-it acquisition. Our pro forma earnings include estimates for intangible asset amortization expense but does not include estimated synergies as the timing and realizability of synergies is uncertain. The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the results of operations as they would have been had the acquisitions occurred on the assumed dates. The following consolidated pro forma information on the impact of the 2015 acquisitions to our consolidated revenues and net income is based on the assumption that these acquisitions all occurred on January 1, 2014: In thousands Years Ended December 31, 2015 2014 Revenues $ 3,569,490 $ 3,397,646 Net income 307,994 375,339 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of assets and liabilities and their placement within the fair value hierarchy levels. The impact of our creditworthiness has been considered in the fair value measurements noted below. In addition, the fair value measurement of a liability must reflect the nonperformance risk of an entity. There were no movements of items between fair value hierarchies. In thousands Fair Value Measurements Using Total as of Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 55,634 $ 55,634 $ — $ — Short-term investments 69 69 — — Derivative financial instruments 1,207 — 1,207 — Total assets $ 56,910 $ 55,703 $ 1,207 $ — Liabilities: Contingent considerations $ 25,390 $ — $ — $ 25,390 Derivative financial instruments — — — — Total liabilities $ 25,390 $ — $ — $ 25,390 In thousands Fair Value Measurements Using Total as of Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 22,236 $ 22,236 $ — $ — Short-term investments 380 380 — — Derivative financial instruments 515 — 515 — Total assets $ 23,131 $ 22,616 $ 515 $ — Liabilities: Contingent considerations $ 19,941 $ — $ — $ 19,941 Derivative financial instruments 2,408 — 2,408 — Total liabilities $ 22,349 $ — $ 2,408 $ 19,941 For our derivative financial instruments, we use a market approach valuation technique based on observable market transactions of spot and forward rates. We recorded a $1.2 million asset related to the fair value of the U.S. dollar-Canadian dollar foreign currency swap which was classified as other assets at December 31, 2015 . The objective of the swap is to offset the foreign exchange risk to the U.S. dollar equivalent cash outflows for our Canadian subsidiary. In March 2015, we cash settled a treasury lock hedge for $8.8 million of which $5.3 million , net of $3.5 million tax, was recognized in accumulated other comprehensive income. The purpose was to lock in the interest rate on the issuance of private placement debt in July 2015 and to eliminate interest rate risk. We had contingent consideration liabilities recorded using Level 3 inputs in the amount of $25.4 million , of which $9.1 million was classified as current liabilities at December 31, 2015 . Contingent consideration liabilities were $19.9 million at December 31, 2014 . Contingent consideration represents amounts expected to be paid as part of acquisition consideration only if certain future events occur. These events are usually targets for revenues or earnings related to the business acquired. We arrive at the fair value of contingent consideration by applying a weighted probability of potential outcomes to the maximum possible payout. The calculation of these potential outcomes is dependent on both past financial performance and management assumptions about future performance. If the financial performance measures were all fully met, our maximum liability would be $44.8 million at December 31, 2015 . Contingent consideration liabilities are reassessed each quarter and are reflected in the Consolidated Balance Sheets in current liabilities within "Other current liabilities" and in non-current liabilities within "Other liabilities." Changes to contingent consideration are reflected in the table below: In thousands Contingent consideration at January 1, 2015 $ 19,941 Increases due to acquisitions 12,945 Decrease due to payments (1,853 ) Changes due to foreign currency fluctuations (5,003 ) Changes in fair value reflected in Selling, general, and administrative expenses (640 ) Contingent consideration at December 31, 2015 $ 25,390 Fair Value of Debt: At December 31, 2015 , the fair value of the Company’s debt obligations was estimated, using Level 2 inputs, at $3.22 billion compared to a carrying amount of $3.21 billion . At December 31, 2014 , the fair value of the Company’s debt obligations was estimated, using Level 2 inputs, at $1.67 billion compared to a carrying amount of $1.66 billion . The fair values were estimated using an income approach by applying market interest rates for comparable instruments. The Company has no current plans to retire a significant amount of its debt prior to maturity. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The U.S. and International components of income before income taxes consisted of the following for the years ended December 31, 2015 , 2014 and 2013 : In thousands 2015 2014 2013 United States $ 378,815 $ 441,029 $ 407,315 Foreign 32,092 46,539 70,431 Total income before income taxes $ 410,907 $ 487,568 $ 477,746 Significant components of our income tax expense for the years ended December 31, 2015 , 2014 and 2013 are as follows: In thousands 2015 2014 2013 Current United States - federal $ 105,941 $ 118,217 $ 103,751 United States - state and local 15,544 13,023 11,683 Foreign 16,512 14,930 24,486 137,997 146,170 139,920 Deferred United States - federal 23,762 29,730 31,808 United States - state and local 2,504 948 5,510 Foreign (21,369 ) (15,339 ) (10,246 ) Foreign - changes in statutory rates — (2,087 ) (2,330 ) 4,897 13,252 24,742 Total provision $ 142,894 $ 159,422 $ 164,662 A reconciliation of the income tax provision computed at the federal statutory rate to the effective tax rate for the years ended December 31, 2015 , 2014 and 2013 are as follows: 2015 2014 2013 Federal statutory income tax rate 35.0 % 35.0 % 35.0 % Effect of: State and local taxes, net of federal tax effect 3.1 % 1.9 % 2.3 % Foreign tax rates (0.4 )% (0.5 )% (0.8 )% Change in deferred tax assets from an increase in tax basis of foreign assets (2.2 )% (1.8 )% — % Other (0.7 )% (1.9 )% (2.0 )% Effective tax rate 34.8 % 32.7 % 34.5 % Cash payments for income taxes were $125.1 million , $128.1 million , and $102.1 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. Our deferred tax liabilities and assets at December 31, 2015 and 2014 were as follows: In thousands 2015 2014 Deferred tax liabilities: Property, plant and equipment $ (44,914 ) $ (41,071 ) Goodwill and intangibles (719,789 ) (453,854 ) Other (5,747 ) — Total deferred tax liabilities (770,450 ) (494,925 ) Deferred tax assets: Accrued liabilities 69,895 32,664 Stock based compensation 74,794 21,139 Other — 17,922 Net operating tax loss carry-forwards 37,976 20,017 Less: valuation allowance (17,585 ) (56 ) Total deferred tax assets 165,080 91,686 Net deferred tax liabilities $ (605,370 ) $ (403,239 ) At December 31, 2015 , net operating loss carry-forwards for U.S. federal and state income tax purposes have been fully utilized, excluding net operating loss carry-forwards related to our acquisitions. The net operating loss carry-forwards from foreign and domestic acquisitions are approximately $120.5 million and certain of these net operating loss carry-forwards begin to expire in 2017. The tax benefit of these net operating losses is approximately $38.0 million at December 31, 2015 , on which a valuation allowance of $17.6 million was recorded offsetting such tax benefit. Undistributed earnings of foreign subsidiaries are considered permanently reinvested, and therefore no deferred taxes are recorded thereon. The cumulative amounts of such earnings are approximately $582 million at December 31, 2015 , and it is not practicable to estimate the amount of tax that may be payable upon distribution assuming repatriation. We and our subsidiaries file U.S. federal income tax returns and income tax returns in various states and foreign jurisdictions. With a few exceptions, we are no longer subject to U.S. federal, state, local, or non-U.S. income tax examinations by tax authorities for years before 2011. In 2014 , the Internal Revenue Service concluded an audit of our 2010 Corporate Income Tax return with no significant adjustments. The Company has recorded accruals to cover certain unrecognized tax positions. Such unrecognized tax positions relate to additional taxes that the Company may be required to pay in various tax jurisdictions. During the course of examinations by various taxing authorities, proposed adjustments may be asserted. The Company evaluates such items on a case-by-case basis and adjusts the accrual for unrecognized tax positions as deemed necessary. The estimated amount of liability associated with the Company’s unrecognized tax positions that may significantly increase or decrease within the next twelve months cannot be reasonably estimated. The total amount of unrecognized tax positions at December 31, 2015 is $24.9 million . Acquisition activity has contributed to this amount. The amount of unrecognized tax positions that, if recognized, would affect the effective tax rate is approximately $19.6 million . We recognized interest and penalties accrued related to income tax reserves in the amount of $0.7 million and $0.3 million , for the years ended December 31, 2015 and 2014 , respectively, as a component of income tax expense. The following table summarizes the changes in unrecognized tax positions during the years ended December 31, 2015 and 2014 : In thousands Unrecognized tax positions, January 1, 2014 $ 14,910 Gross increases—tax positions in prior periods 200 Gross decreases—tax positions in prior periods (762 ) Gross increases—current period tax positions 3,081 Settlement (1,165 ) Lapse of statute of limitations (1,169 ) Unrecognized tax positions, December 31, 2014 $ 15,095 Gross increases—tax positions in prior periods 7,239 Gross decreases—tax positions in prior periods (793 ) Gross increases—current period tax positions 5,976 Settlement (200 ) Lapse of statute of limitations (2,375 ) Unrecognized tax positions, December 31, 2015 $ 24,942 The table above reflects $5.3 million in gross increases for tax positions in prior periods, which relate to recently acquired uncertain tax positions. The securities purchase agreement provides that the Vendor is liable for and has indemnified Stericycle against all income tax liabilities for periods prior to the acquisition. Stericycle will be responsible for unrecognized tax benefits and related interest and penalties for periods after the acquisition. |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK BASED COMPENSATION | STOCK BASED COMPENSATION At December 31, 2015 , we had the following active stock option plans: • the 2014 Incentive Stock Plan, which our stockholders approved in May 2014; • the 2011 Incentive Stock Plan, which our stockholders approved in May 2011; • the 2008 Incentive Stock Plan, which our stockholders approved in May 2008; • the 2005 Incentive Stock Plan, which our stockholders approved in April 2005; • the 2000 Non-statutory Stock Option Plan, which expired in February 2010; • the Employee Stock Purchase Plan ("ESPP"), which our stockholders approved in May 2001. At December 31, 2015 , we have reserved a total of 8,637,762 shares for issuance under these plans. In terms of the stock options authorized, the 2014 Plan, 2011 Plan, 2008 Plan, and the 2005 Plan provide for the grant of non-statutory stock options ("NSOs") and incentive stock options ("ISOs") intended to qualify under section 422 of the Internal Revenue Code; and the 2000 Plan provides for the grant of NSOs. The 2014, 2011, 2008 and 2005 Plans authorize awards to our officers, employees and consultants, and following the expiration of the Directors Plan in May 2006, to our directors; and the 2000 Plan authorized awards to our employees and consultants but not to our officers and directors. The exercise price per share of an option granted under any of our stock option plans may not be less than the closing price of a share of our common stock on the date of grant. The maximum term of an option granted under any plan may not exceed 8 or 10 years . An option may be exercised only when it is vested and, in the case of an option granted to an employee (including an officer), only while he or she remains an employee and for a limited period following the termination of his or her employment. New shares are issued upon exercise of stock options. Employee Stock Purchase Plan: In October 2000, our Board of Directors adopted the Employee Stock Purchase Plan ("ESPP"), which our stock holders approved in May 2001, and was made effective as of July 1, 2001. The ESPP authorizes 900,000 shares of our common stock, which substantially most employees may purchase through payroll deductions at a price equal to 85% of the lower of the fair market values of the stock as of the beginning or the end of the six -month offering periods. An employee's payroll deductions, and stock purchase, may not exceed $5,000 during any offering period. During 2015 , 2014 and 2013 , 68,039 shares, 60,189 shares, and 52,956 shares respectively, were issued through the ESPP. At December 31, 2015 , we had 191,464 shares available for issuance under the ESPP plan. Stock Based Compensation Expense: During 2015 , there were no changes to our stock compensation plans or modifications to outstanding stock-based awards which would change the value of any awards outstanding. Compensation expense for all stock-based compensation awards granted subsequent to January 1, 2006 is based on the grant-date fair value determined in accordance with the provisions of FASB accounting standards for share-based payments. The following table presents the total stock-based compensation expense resulting from stock option awards, restricted stock units ("RSUs"), and the ESPP included in the Consolidated Statements of Income: In thousands Years Ended December 31, 2015 2014 2013 Cost of revenues - stock option plan $ 92 $ 52 $ 120 Selling, general and administrative - stock option plan 18,541 15,214 15,212 Selling, general and administrative - RSUs 1,484 1,267 1,116 Selling, general and administrative - ESPP 1,633 1,240 1,009 Total pre-tax expense $ 21,750 $ 17,773 $ 17,457 The following table sets forth the tax benefits related to stock compensation: In thousands Years Ended December 31, 2015 2014 2013 Tax benefit recognized in Statements of Income $ 5,567 $ 4,849 $ 4,518 Excess tax benefit realized 16,897 17,906 17,153 Stock Options: Options granted to directors vest in one year and options granted to officers and employees generally vest over five years . Expense related to the graded vesting options is recognized using the straight-line method over the vesting period. Stock option activity for the year ended December 31, 2015 , is summarized as follows: Number of Weighted Outstanding at beginning of year 5,377,857 $ 80.88 Granted 1,056,490 130.56 Exercised (906,104 ) 66.93 Forfeited (188,927 ) 111.07 Canceled or expired (4,513 ) 84.52 Outstanding at December 31, 2015 5,334,803 92.02 Exercisable at December 31, 2015 2,747,266 73.22 Vested and expected to vest at December 31, 2015 5,135,286 91.00 At December 31, 2015 , there was $46.3 million of total unrecognized compensation expense related to non-vested option awards, which is expected to be recognized over a weighted average period of 2.86 years . The following table sets forth the total intrinsic value of options exercised for the years ended December 31: In thousands 2015 2014 2013 Total exercise intrinsic value of options exercised $ 62,625 $ 65,884 $ 55,757 The total exercise intrinsic value represents the total pre-tax value (the difference between the sales price on the trading day the option was exercised and the exercise price associated with the respective option). The following table sets forth the information related to outstanding and exercisable options for the years ended December 31: 2015 2014 2013 Weighted average remaining contractual life of outstanding options (in years) 5.70 6.10 6.60 Total aggregate intrinsic value of outstanding options (in thousands) $ 162,400 $ 269,900 $ 254,200 Weighted average remaining contractual life of exercisable options (in years) 4.70 5.10 5.30 Total aggregate intrinsic value of exercisable options (in thousands) $ 130,600 $ 178,300 $ 161,100 The total aggregate intrinsic value represents the total pre-tax intrinsic value (the difference between our closing stock price on the last day of trading for the year ended December 31, 2015 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders assuming all option holders had exercised their options on December 31, 2015 ; this amount changes based on the fair market value of our stock. Options outstanding and exercisable at December 31, 2015 by price range are presented below: Options Outstanding Options Exercisable Range of Exercise Price Shares Outstanding Average Remaining Life in Years Weighted Average Exercise Price Shares Weighted Average Exercise Price $29.54 - $51.55 912,043 3.15 $ 47.61 912,043 $ 47.61 $52.05 - $85.00 956,708 4.22 72.90 817,286 70.84 $85.02 - $85.76 10,650 6.25 85.40 5,750 85.37 $86.24 - $86.24 604,758 6.09 86.24 302,334 86.24 $86.83 - $95.03 142,097 6.02 89.83 110,895 89.11 $95.87 - $95.87 781,470 7.12 95.87 299,599 95.87 $95.92 - $115.51 162,252 7.25 110.41 102,739 109.94 $115.69 - $115.69 732,411 6.14 115.69 147,361 115.69 $115.82 - $130.11 128,583 7.68 122.59 15,954 117.80 $130.19 - $141.56 903,831 7.33 131.20 33,305 133.49 $29.54 - $141.56 5,334,803 5.70 $ 92.02 2,747,266 $ 73.22 The Company uses historical data to estimate expected life and volatility. The estimated fair value of stock options at the time of the grant using the Black-Scholes model option pricing model was as follows: Years Ended December 31, 2015 2014 2013 Stock options granted (shares) 1,056,490 981,583 1,057,630 Weighted average fair value at grant date $ 22.90 $ 21.31 $ 22.02 Assumptions: Expected term (in years) 4.79 4.76 5.81 Expected volatility 16.71 % 17.23 % 27.03 % Expected dividend yield — % — % — % Risk free interest rate 1.47 % 1.53 % 1.00 % Restricted Stock Units: The fair value of restricted stock units ("RSUs") is based on the closing price of the Company's common stock on the date of grant and is amortized to expense over the service period. RSUs vest and released at the end of three or five years. Our 2008, 2011 and 2014 Plans include a share reserve related to RSUs granted at a 2 -1 ratio. The following table sets forth the information related to RSUs for the years ended December 31: 2015 2014 2013 Total aggregate intrinsic value of outstanding units (in thousands) $ 8,441 $ 8,337 $ 8,185 Per share fair value of units granted 114.27 115.67 96.40 A summary of the status of our non-vested RSUs and changes during the year ended December 31, 2015 , are as follows: Number of Weighted Average Grant Date Fair Value Non-vested at beginning of year 63,600 $ 96.04 Granted 12,124 114.27 Forfeited (4,273 ) 101.20 Non-vested at December 31, 2015 71,451 101.29 At December 31, 2015 , there was $3.8 million of total unrecognized compensation expense related to RSUs, which is expected to be recognized over a weighted average period of 2.20 years . There were no units that vested during the year ended December 31, 2015. The fair value of units that vested during the years ended December 31, 2014 and 2013 was $2.0 million and $1.2 million , respectively. |
PREFERRED STOCK
PREFERRED STOCK | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
PREFERRED STOCK | PREFERRED STOCK At December 31, 2015 , we had 1,000,000 authorized shares of preferred stock and 770,000 shares issued and outstanding under Mandatory Convertible Preferred Stock. At December 31 2014 , we had 1,000,000 authorized shares of preferred stock and no shares issued or outstanding. Series A Mandatory Convertible Preferred Stock Offering: On September 15, 2015, we completed a registered public offering of 7,700,000 depositary shares, each representing a 1/10th interest in a share of our 5.25% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share (the "Series A Preferred Stock"), at a public offering price of $100.00 per depository share for total gross proceeds of $770.0 million . Net proceeds were $746.9 million after deducting underwriting discounts, commissions and expenses. We used the net proceeds from this offering to fund a portion of the purchase price paid for our acquisition of Shred-it (see Note 3 - Acquisitions in the Notes to the Consolidated Financial Statements for more information). Unless earlier converted or redeemed, each share of the Series A Preferred Stock will automatically convert into between 5.8716 and 7.3394 shares of our common stock, subject to anti-dilution and other adjustments, on the mandatory conversion date, which is expected to be September 15, 2018. The number of shares of our common stock issuable on conversion will be determined based on the volume-weighted average price of our common stock over the 20 trading day period commencing on and including the 23rd scheduled trading day prior to September 15, 2018. Subject to certain restrictions, at any time prior to September 15, 2018, holders of the Series A Preferred Stock may elect to convert all or a portion of their shares into common stock at the minimum conversion rate of 5.8716 shares of common stock per share of Series A Preferred Stock, subject to adjustment. Dividends on shares of the Series A Preferred Stock are payable on a cumulative basis when, as and if declared by our board of directors, or an authorized committee thereof, at an annual rate of 5.25% on the liquidation preference of $1,000 per share (and, correspondingly, $100.00 per share with respect to the depositary shares). The dividends may be payable in cash, or subject to certain limitations, in shares of our common stock, or any combination of cash and shares of our common stock, on March 15, June 15, September 15 and December 15 of each year, commencing on December 15, 2015, and to, and including, September 15, 2018. |
EARNINGS PER COMMON SHARE
EARNINGS PER COMMON SHARE | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
EARNINGS PER COMMON SHARE | EARNINGS PER COMMON SHARE Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued. Potentially dilutive securities include outstanding stock options, shares to be purchased under the Company’s employee stock purchase plan, RSUs, and the assumed conversion of mandatory convertible preferred stock. The effect of potentially dilutive securities is reflected in diluted earnings per share by application of the "treasury stock method" for outstanding restricted stock awards and stock options. Under the treasury stock method, an increase in the fair market value of the Company’s common stock can result in a greater dilutive effect from potentially dilutive securities. For the issue of the mandatory convertible preferred stock, we use "if-converted method." Under the if-converted method, the preferred dividend applicable to convertible preferred stock is added back to net income attributable to Stericycle, the numerator. The Mandatory Convertible Preferred shares are assumed to be converted to common shares at the beginning of the period or, if later, at the time of issuance, and the resulting common shares are included in the denominator. In applying the if-converted method, conversion shall not be assumed for purposes of computing diluted EPS if the effect would be anti-dilutive. The following table sets forth the computation of basic and diluted earnings per share: Years Ended December 31, 2015 2014 2013 Numerator: Net income attributable to Stericycle, Inc. $ 267,046 $ 326,456 $ 311,372 Less: mandatory convertible preferred stock dividend 10,106 — — Numerator for basic earnings per share attributable to Stericycle, Inc. common shareholders 256,940 326,456 311,372 Denominator: Denominator for basic earnings per share-weighted average shares 84,944,841 84,932,792 85,902,550 Effect of diluted securities: Employee stock options 1,217,768 1,300,820 1,489,438 Mandatory convertible preferred stock (1) — — — Denominator for diluted earnings per share-adjusted weighted average shares and after assumed exercises 86,162,609 86,233,612 87,391,988 Earnings per share – Basic $ 3.02 $ 3.84 $ 3.62 Earnings per share – Diluted $ 2.98 $ 3.79 $ 3.56 (1) In 2015, the weighted average common shares issuable upon the assumed conversion of the mandatory convertible preferred stock totaling 1,648,318 shares were excluded from the computation of diluted earnings per share as such conversion would have been anti-dilutive. In 2015, 2014 and 2013, options to purchase 818,093 shares, 830,755 shares, and 846,808 shares, respectively, at exercise prices of $117.09 - $141.56 , $105.12 - $132.95 , and $94.76 - $119.19 were not included in the computation of diluted earnings per share because the effect would have been anti-dilutive. For additional information regarding outstanding employee stock options, see Note 6 - Stock Based Compensation in the Notes to the Consolidated Financial Statements. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The following table sets forth the changes in the components of accumulated other comprehensive income for 2015 , 2014 and 2013 : In thousands Currency Translation Adjustments Unrealized Gains (Losses) on Cash Flow Hedges Accumulated Other Comprehensive Income/ (Loss) Beginning balance at January 1, 2013 $ (37,292 ) $ (1,772 ) $ (39,064 ) Period change (17,718 ) 314 (17,404 ) Ending balance at December 31, 2013 $ (55,010 ) $ (1,458 ) $ (56,468 ) Period change (80,221 ) (1,730 ) (81,951 ) Ending balance at December 31, 2014 $ (135,231 ) $ (3,188 ) $ (138,419 ) Period change (140,809 ) (3,403 ) (144,212 ) Ending balance at December 31, 2015 $ (276,040 ) $ (6,591 ) $ (282,631 ) The net tax impact of the unrealized gains/ (losses) on cash flow hedges in accumulated other comprehensive income at December 31, 2015 , 2014 and 2013 was $2.2 million , $0.6 million , and $0.2 million , respectively. Translation adjustments are not tax-effected as the Company’s net investment in foreign subsidiaries and all related foreign earnings are deemed permanently invested. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment at December 31, 2015 and 2014 consisted of the following items: In thousands 2015 2014 Land and improvements $ 65,621 $ 63,600 Building and improvements 166,874 142,680 Machinery and equipment 314,252 250,684 Vehicles 136,379 56,650 Containers 190,454 155,238 Office equipment and furniture 117,632 80,158 Software 46,979 40,291 Construction in progress 53,430 35,231 Total property, plant & equipment 1,091,621 824,532 Less: accumulated depreciation (426,019 ) (364,124 ) Property, plant and equipment, net $ 665,602 $ 460,408 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill and other identifiable indefinite lived intangibles are not amortized, but are subject to an annual impairment test, or more frequent testing if circumstances indicate that they may be impaired. Goodwill: We have two geographical reportable segments, "United States" and "International," both of which have goodwill. We have retroactively reclassified $4.3 million of goodwill related to Puerto Rico from the United States segment to the International segment. The changes in the carrying amount of goodwill since January 1, 2014, by reportable segment, were as follows: In thousands United States International Total Balance at January 1, 2014 $ 1,673,810 $ 557,772 $ 2,231,582 Goodwill acquired during year 169,754 88,263 258,017 Purchase accounting allocation adjustments (4,825 ) (17,595 ) (22,420 ) Changes due to foreign currency fluctuations — (48,347 ) (48,347 ) Balance at December 31, 2014 1,838,739 580,093 2,418,832 Goodwill acquired during year 1,177,431 273,519 1,450,950 Purchase accounting allocation adjustments (43,895 ) 15,618 (28,277 ) Goodwill other changes — (440 ) (440 ) Changes due to foreign currency fluctuations — (82,888 ) (82,888 ) Balance at December 31, 2015 $ 2,972,275 $ 785,902 $ 3,758,177 Current year adjustments to goodwill for certain 2014 acquisitions are primarily due to the finalization of intangible asset valuations. During the quarter ended June 30, 2015, we performed our annual goodwill impairment evaluation for our three reporting units: Domestic Regulated and Compliance Services, Domestic Regulated Recall and Returns Management Services, and International Regulated and Compliance Services. We calculated fair value for our reporting units using an income method and validated those results using a market approach. Both the income and market approaches indicated no impairment to goodwill to any of our three reporting units. Income Approach: The income approach uses expected future cash flows of each reporting unit and discounts those cash flows to present values. Expected future cash flows are calculated using management assumptions of internal growth, capital expenditures, and cost efficiencies. Future acquisitions are not included in the expected future cash flows. We use a discount rate based on our Company calculated weighted average cost of capital which is adjusted for each of our reporting units based on size risk premium and country risk premium. Significant assumptions used in the income approach include realization of future cash flows and the discount rate used to present value those cash flows. The results of our goodwill impairment test using the income approach indicated the fair value of our Domestic Regulated and Compliance Services and Recall and Returns Management Services reporting units exceeded book value by a substantial amount; in excess of 100% . Our International Regulated and Compliance Services reporting units' fair value exceeded book value by approximately 88% and had $589.3 million in assigned goodwill at June 30, 2015. Market Approach: Our market approach begins by calculating the market capitalization of the Company using the average stock price for the prior twelve months and the outstanding share count at June 30, 2015. We then look at the Company's Earnings Before Interest, Tax, Depreciation, and Amortization ("EBITDA"), adjusted for stock compensation expense and other items, such as changes in the fair value of contingent consideration, restructuring and plant conversion expense, and litigation settlements, for the prior twelve months. The calculated market capitalization is divided by the modified EBITDA to arrive at a valuation multiple. The fair value of each reporting unit is then calculated by taking the product of the valuation multiple and the trailing twelve months' modified EBITDA of that reporting unit. The fair value was then compared to the reporting units' book value and determined to be in excess of the book value. We believe that starting with the fair value of the company as a whole is a reasonable measure as that fair value is then allocated to each reporting unit based on that reporting unit's individual earnings. A sustained drop in our stock price would have a negative impact to our fair value calculations. A temporary drop in earnings of a reporting unit would have a negative impact to our fair value calculations. The results of our goodwill impairment test using the market approach corroborated the results of the impairment test under the income approach and indicated the fair value of our reporting units exceeded their respective book values by substantial amounts. Other Intangible Assets: At December 31, 2015 and 2014 , the values of other intangible assets were as follows: In thousands 2015 2014 Gross Accumulated Net Gross Accumulated Net Amortizable intangibles: Customer relationships $ 1,304,388 $ 144,020 $ 1,160,368 $ 755,148 $ 107,365 $ 647,783 Covenants not-to-compete 6,878 5,141 1,737 8,474 5,688 2,786 Tradenames 3,819 948 2,871 6,062 1,313 4,749 Other 18,902 916 17,986 1,150 556 594 Indefinite lived intangibles: Operating permits 233,101 — 233,101 247,933 — 247,933 Tradenames 426,498 — 426,498 5,800 — 5,800 Total $ 1,993,586 $ 151,025 $ 1,842,561 $ 1,024,567 $ 114,922 $ 909,645 The changes in the carrying amount of intangible assets since January 1, 2014 were as follows: In thousands Total Balance as of January 1, 2014 $ 720,035 Intangible assets acquired during the year 277,041 Impairments during the year (9,863 ) Amortization during the year (32,692 ) Changes due to foreign currency fluctuations (44,876 ) Balance as of December 31, 2014 909,645 Intangible assets acquired during the year 1,052,016 Impairments during the year (4,177 ) Amortization during the year (45,498 ) Changes due to foreign currency fluctuations (69,425 ) Balance at December 31, 2015 $ 1,842,561 In 2015 and 2014 , $4.2 million and $9.9 million of intangibles were impaired, respectively, due to rationalizing certain of our domestic and international operations. Intangibles impaired in 2015 included $0.2 million of customer relationships, $1.3 million of tradenames and $2.7 million of operating permits. These expenses are reflected as part of SG&A on our Consolidated Statements of Income. Under generally accepted accounting principles, a fair value must be assigned to all acquired assets based on a theoretical "market participant" regardless of the acquirers' intended use for these assets. This accounting treatment can lead to the recognition of losses when a company disposes of acquired assets. We complete our annual impairment analysis of our indefinite lived intangibles during the quarter ended December 31 of each year, or more frequently, if circumstances indicate that they may be impaired. Our finite-lived intangible assets are amortized over their useful lives. We have determined that our customer relationships have useful lives from 10 to 40 years based upon the type of customer, with a weighted average remaining useful life of 19.2 years. We have covenants not-to-compete intangibles with useful lives from 5 to 14 years, with a weighted average remaining useful life of 3.7 years. We have tradename intangibles with useful lives from 15 to 40 years, with a weighted average remaining useful life of 17.2 years. Other intangibles mainly consist of landfill air rights with a weighted average remaining useful life of 19.1 years. We have determined that our permits have indefinite lives due to our ability to renew these permits with minimal additional cost, and therefore these are not amortized. We also have a tradename that we have determined has an indefinite life. During the years ended December 31, 2015 , 2014 and 2013 the aggregate amortization expense was $45.5 million , $32.7 million and $27.1 million , respectively. The estimated amortization expense for each of the next five years, assuming no additional amortizable intangible assets, is as follows for the years ended December 31: In thousands 2016 $ 72,174 2017 71,507 2018 71,459 2019 71,302 2020 71,012 Future amortization expense may fluctuate depending on changes in foreign currency rates, future acquisitions, or changes to the estimated amortizable life of the intangibles. The estimates for amortization expense noted above are based upon foreign exchange rates at December 31, 2015 . |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
ACCRUED LIABILITIES | ACCRUED LIABILITIES Accrued liabilities at December 31, 2015 and 2014 consisted of the following items: In thousands 2015 2014 Accrued compensation $ 62,721 $ 37,932 Accrued insurance 43,390 40,387 Accrued taxes 27,363 17,847 Accrued interest 13,829 9,096 Accrued professional services liabilities 6,948 3,703 Accrued liabilities - other 43,078 22,778 Total accrued liabilities $ 197,329 $ 131,743 |
ENVIRONMENTAL REMEDIATION LIABI
ENVIRONMENTAL REMEDIATION LIABILITIES | 12 Months Ended |
Dec. 31, 2015 | |
Environmental Remediation Obligations [Abstract] | |
ENVIRONMENTAL REMEDIATION LIABILITIES | ENVIRONMENTAL REMEDIATION LIABILITIES We record a liability for environmental remediation when such liability becomes probable and the costs or damages can be reasonably estimated. We accrue environmental remediation costs, on an undiscounted basis, associated with identified sites where an assessment has indicated that cleanup costs are probable and can be reasonably estimated, but the timing of such payments is not fixed and determinable. Such accruals are based on currently available information, estimated timing of remedial actions, existing technology, and enacted laws and regulations. The liability for environmental remediation is included in the Consolidated Balance Sheets in current liabilities within "Accrued liabilities" and in noncurrent liabilities within "Other liabilities." At December 31, 2015 , the total environmental remediation liabilities recorded were $30.8 million , of which $2.1 million was classified as accrued liabilities and $28.7 million was classified as other liabilities. |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Long-term debt consisted of the following at December 31: In thousands 2015 2014 Obligations under capital leases $ 15,024 $ 9,185 $1.20 billion senior credit facility weighted average rate 1.54%, due in 2019 353,763 459,975 $1.25 billion term loan weighted average rate 1.71%, due in 2020 1,250,000 — $100 million private placement notes 5.64%, due in 2015 — 100,000 $175 million private placement notes 3.89%, due in 2017 175,000 175,000 $125 million private placement notes 2.68%, due in 2019 125,000 125,000 $225 million private placement notes 4.47%, due in 2020 225,000 225,000 $150 million private placement notes 2.89%, due in 2021 150,000 — $125 million private placement notes 3.26%, due in 2022 125,000 125,000 $200 million private placement notes 2.72%, due in 2022 200,000 — $100 million private placement notes 2.79%, due in 2023 100,000 — $150 million private placement notes 3.18%, due in 2023 150,000 — Promissory notes and deferred consideration weighted average rate of 2.54% and weighted average maturity of 3.4 years 239,731 279,590 Foreign bank debt weighted average rate 8.98% and weighted average maturity of 2.1 years 105,530 160,465 Total debt 3,214,048 1,659,215 Less: current portion of total debt 161,409 131,969 Long-term portion of total debt $ 3,052,639 $ 1,527,246 Our $1.20 billion senior credit facility maturing in June 2019, our $1.25 billion term loan maturing in August 2020, our $175.0 million private placement notes maturing in October 2017, our $125.0 million private placement notes maturing in December 2019, our $225.0 million private placement notes maturing in October 2020, our $150.0 million private placement maturing in October 2021, our $125.0 million private placement notes maturing in December 2022, our $200.0 million private placement notes maturing July 2022, our $100.0 million private placement notes maturing in July 2023, and our $150.0 million private placement notes maturing in October 2023 all require us to comply with various financial, reporting and other covenants and restrictions, including a restriction on dividend payments. The financial debt covenants are the same for the senior credit facility, term loan, and the private placement notes. At December 31, 2015 , we were in compliance with all of our financial debt covenants. Our senior credit facility, term loan, and the private placement notes rank pari passu to each other and all other unsecured debt obligations. At December 31, 2015 and 2014 , we had $160.4 million and $162.9 million , respectively, committed to outstanding letters of credit under our senior credit facility. The unused portion of the revolving credit facility was $685.8 million and $577.1 million at December 31, 2015 and 2014 , respectively. On April 30, 2015, we entered into a note purchase agreement with several institutional purchasers pursuant to which we have issued and sold to the purchasers $200.0 million of our new seven -year 2.72% unsecured senior notes ("Series A") and $100.0 million of our new eight -year 2.79% unsecured senior notes ("Series B"). Closing of the issuance and sale of the notes occurred on July 31, 2015. The Series A notes bear interest at the fixed rate of 2.72% per annum, and the Series B notes bear interest at the fixed rate of 2.79% per annum. Interest will be payable in arrears semi-annually on January 1 and July 1 beginning on January 1, 2016. The principal of the Series A notes will be payable at the maturity of the notes on July 1, 2022, and the principal of the Series B notes will be payable at the maturity of the notes on July 1, 2023. The notes are unsecured obligations. The Company entered into a Term Loan Credit Agreement dated as of August 21, 2015 (the "Term Loan Credit Agreement") with Bank of America, N.A., as the Administrative Agent maturing on August 21, 2020. The Term Loan Credit Agreement provides for a term loan credit facility ("Term Loan Credit Facility") under which the Company may obtain loans up to an aggregate amount of $1.5 billion . Borrowings under the Term Loan Credit Facility may bear interest at a Base Rate or Eurodollar Rate, respectively, plus the Applicable Rate. The Base Rate is for any day a fluctuating rate per annum equal to the highest of (i) the Federal Funds Rate plus 1/2 of 1.00%, (ii) the rate of interest in effect for such day as publicly announced from time to time by Bank of America as its "prime rate" and (iii) the Eurodollar Rate plus 1.00% . The Applicable Rate depends on the consolidated leverage ratio for the Company and its subsidiaries as set forth in the most recent compliance certificate received by the administrative agent. We used the proceeds from the term loan to fund a portion of the purchase price paid for the Shred-it acquisition (see Note 3 - Acquisitions in the Notes to the Consolidated Financial Statements for more information). On October 1, 2015, we issued and sold to the purchasers $150.0 million of new six -year 2.89% unsecured senior notes and $150.0 million of new eight -year 3.18% unsecured senior notes (collectively, the "Notes"). The Notes bear interest on the unpaid principal thereof from October 1, 2015 at their respective stated rates of interest payable in arrears semi-annually on the first (1st) day of April and October in each year and at maturity, commencing on April 1, 2016. The Notes are unsecured obligations. We used the proceeds from the unsecured senior notes to fund a portion of the purchase price paid for the Shred-it acquisition (see Note 3 - Acquisitions in the Notes to the Consolidated Financial Statements for more information). Payments due on long-term debt, excluding capital lease obligations, during each of the five years subsequent to December 31, 2015 are as follows: In thousands 2016 $ 157,227 2017 345,342 2018 215,549 2019 862,803 2020 875,159 Thereafter 742,944 $ 3,199,024 We paid interest of $68.0 million , $57.8 million , and $51.0 million for the years ended December 31, 2015, 2014 and 2013, respectively. Property under capital leases included with property, plant and equipment in the accompanying consolidated balance sheets is as follows at December 31: In thousands 2015 2014 Land $ 157 $ 174 Buildings 804 896 Machinery and equipment 6,105 1,230 Vehicles 15,925 13,108 Less: accumulated depreciation (7,148 ) (5,375 ) $ 15,843 $ 10,033 Amortization related to these capital leases is included with depreciation expense. Minimum future lease payments under capital leases are as follows: In thousands 2016 $ 4,622 2017 5,364 2018 2,041 2019 2,226 2020 1,557 Thereafter 419 Total minimum lease payments 16,229 Less: amounts representing interest (1,205 ) Present value of net minimum lease payments 15,024 Less: current portion included in other current liabilities (4,182 ) Long-term obligations under capital leases $ 10,842 |
LEASE COMMITMENTS
LEASE COMMITMENTS | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
LEASE COMMITMENTS | LEASE COMMITMENTS We lease various plant equipment, office furniture and equipment, motor vehicles, office and warehouse space, and landfills under operating lease agreements, which expire at various dates over the next 20 years. The leases for most of the properties contain renewal provisions. Rent expense for 2015 , 2014 and 2013 was $139.0 million , $111.5 million , and $92.4 million , respectively. Minimum future rental payments under non-cancelable operating leases that have initial or remaining terms in excess of one year at December 31, 2015 for each of the next five years and in the aggregate are as follows: In thousands 2016 $ 104,958 2017 89,284 2018 71,264 2019 52,923 2020 34,078 Thereafter 47,168 $ 399,675 |
PRODUCTS AND SERVICES AND GEOGR
PRODUCTS AND SERVICES AND GEOGRAPHIC INFORMATION | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
PRODUCTS AND SERVICES AND GEOGRAPHIC INFORMATION | PRODUCTS AND SERVICES AND GEOGRAPHIC INFORMATION The FASB Accounting Standards Codification Topic 280, Segment Reporting , requires segment information to be reported based on information utilized by executive management to internally assess performance and make operating decisions. We have determined that we have two operating and reportable segments based on the organizational structure of our Company and information reviewed by our Chief Operating Decision Maker. These operating and reportable segments are Domestic Regulated and Compliance Services ("Domestic") and International Regulated and Compliance Services ("International"). We are in the process of determining the integration of the Shred-it organization within Stericycle. Currently the operations of Shred-it are part of our Domestic Regulated and Compliance Services and International operating segments, based on the the location of the revenue producing customer. We have retroactively reclassified immaterial amounts related to Puerto Rico from the United States segment to the International segment. Summary information for our reportable segments is as follows: In thousands Years Ended December 31, 2015 2014 2013 Revenues: United States $ 2,165,030 $ 1,788,390 $ 1,498,347 International: Europe 441,231 407,082 341,387 Other international countries 379,647 360,129 303,073 Total International 820,878 767,211 644,460 Total $ 2,985,908 $ 2,555,601 $ 2,142,807 Income before income taxes: United States $ 382,692 $ 436,958 $ 405,403 International 28,215 50,610 72,343 Total $ 410,907 $ 487,568 $ 477,746 Total assets: United States $ 5,173,779 $ 2,916,296 $ 2,557,224 International 1,903,671 1,457,006 1,330,749 Total $ 7,077,450 $ 4,373,302 $ 3,887,973 Property, Plant and Equipment, net: United States $ 434,202 $ 284,788 $ 212,518 International: Europe 95,771 70,621 74,915 Other international countries 135,629 104,999 71,534 Total International 231,400 175,620 146,449 Total $ 665,602 $ 460,408 $ 358,967 Revenues are attributable to countries based on the location of customers. Intercompany revenues recorded by the United States for work performed in Canada are eliminated prior to reporting United States revenues. The same accounting principles and critical accounting policies are used in the preparation of the financial statements for both reportable segments. Detailed information for our United States reportable segment is as follows: In thousands Years Ended December 31, 2015 2014 2013 Regulated and compliance solutions $ 2,062,204 $ 1,707,031 $ 1,400,572 Recall and returns solutions 102,826 81,359 97,775 Total revenues $ 2,165,030 $ 1,788,390 $ 1,498,347 Net interest expense 51,680 44,850 43,012 Income before income taxes 382,692 436,958 405,403 Income taxes 145,815 161,497 152,753 Net income attributable to Stericycle, Inc. $ 236,877 $ 275,461 $ 252,650 Depreciation and amortization $ 78,587 $ 59,389 $ 49,725 Capital expenditures 53,495 56,507 42,760 Detailed information for our International reportable segment is as follows: In thousands Years Ended December 31, 2015 2014 2013 Revenues - Regulated and compliance solutions $ 820,878 $ 767,211 $ 644,460 Net interest expense 25,594 21,172 11,937 Income before income taxes 28,215 50,610 72,343 Income taxes (2,921 ) (2,075 ) 11,909 Net income 31,136 52,685 60,434 Less: net income attributable to noncontrolling interests 967 1,690 1,712 Net income attributable to Stericycle, Inc. $ 30,169 $ 50,995 $ 58,722 Depreciation and amortization $ 48,825 $ 45,227 $ 38,683 Capital expenditures 61,266 29,989 30,349 |
RESTRUCTURING CHARGES
RESTRUCTURING CHARGES | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING CHARGES | RESTRUCTURING CHARGES During the first quarter of 2015, management began executing a realignment of our operations to reduce labor redundancies and facility costs. As part of this realignment, the Company recorded charges related to severance, fixed asset and intangible assets impairments, and recognition of lease expense for properties no longer used but for which we have a contractual obligation. The recorded restructuring liabilities are expected to be paid primarily within the current year. While the Company believes the recorded restructuring liabilities are adequate, revisions to current estimates may be recorded in future periods based on new information as it becomes available. There could be additional initiatives in the future to further streamline our operations. As such, the Company expects further expenses related to workforce reductions and other facility rationalization costs when those restructuring plans are finalized and related expenses are estimable. The following table below highlights $19.1 million of pre-tax restructuring charges by reporting segment for the year ended December 31, 2015, which are reflected as part of SG&A on our Consolidated Statements of Income: In thousands Year Ended December 31, 2015 United States International Total Charges to Income Employee severance and related costs $ 4,284 $ 4,275 $ 8,559 Other costs 2,963 1,494 4,457 Non-cash items: Fixed assets impairment 3,133 70 3,203 Intangible assets impairment 2,167 247 2,414 Other — 445 445 Total pre-tax restructuring expenses $ 12,547 $ 6,531 $ 19,078 The following table summarizes restructuring activity during 2015 which is reflected in the Consolidated Balance Sheets as part of "Accrued liabilities:" In thousands Employee Severance and Related Costs Other Costs Total Liability balance at January 1, 2015 $ — $ — $ — Charges to income 8,559 4,457 13,016 Payments (7,469 ) (2,891 ) (10,360 ) Other 14 — 14 Liability balance at December 31, 2015 $ 1,104 $ 1,566 $ 2,670 |
EMPLOYEE BENEFIT PLAN
EMPLOYEE BENEFIT PLAN | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
EMPLOYEE BENEFIT PLAN | EMPLOYEE BENEFIT PLAN We have two 401(k) defined contribution retirement savings plans (the “plan(s)”), one of which was part of the recent Shred-it acquisition, covering substantially all domestic employees. The following describes our two domestic plans: • Each participant may elect to defer a portion of his or her compensation subject to certain limitations. The Company may contribute up to 50% of the first 5% of compensation contributed to the plan by each employee up to a maximum of $1,750 . Our contributions for the years ended December 31, 2015 , 2014 and 2013 were $4.8 million , $3.6 million , and $3.0 million , respectively. • Each participant may elect to defer a portion of his or her compensation subject to certain limitations. They Company may contribute up to 100% of the first 3% of the employee's eligible earnings, plus up to 50% of the next 2% of the employee's eligible earnings, subject to IRS limits. Our contribution for the fourth quarter of 2015 was $0.9 million . The Company has several foreign defined contribution plans, which require the Company to contribute a percentage of the participating employee’s salary according to local regulations. For the years ended December 31, 2015 , 2014 and 2013 , total contributions made by the Company for these plans were approximately $2.1 million , $1.9 million , and $0.9 million , respectively. |
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
LEGAL PROCEEDINGS | LEGAL PROCEEDINGS We operate in a highly regulated industry and must deal with regulatory inquiries or investigations from time to time that may be instituted for a variety of reasons. We are also involved in a variety of civil litigation from time to time. We review all of our outstanding legal proceedings with counsel quarterly, and we will disclose an estimate of any reasonably possible loss or range of reasonably possible losses if and when we are able to make such an estimate and the reasonably possible loss or range of reasonably possible losses is material to our financial statements. Qui Tam Action. As disclosed in our current report on Form 8-K filed on October 14, 2015, we entered into a settlement agreement on October 8, 2015 to resolve all claims made against us in the previously disclosed qui tam (or "whistle blower") action filed in the United States District Court for the Northern District of Illinois captioned United States of America ex rel. Jennifer D. Perez v. Stericycle, Inc., Case No. 1:08-cv-2390 (the "Qui Tam Action"). Originally filed under seal on April 28, 2008 by a former employee of ours ("Relator") on behalf of the federal government, the Qui Tam Action was amended on June 28, 2010 to add the States of California, Delaware, Florida, Illinois, Indiana, Nevada, New Hampshire, New Jersey, New York, North Carolina, Rhode Island, Tennessee, the Commonwealths of Massachusetts and Virginia, and the District of Columbia (except for New Hampshire and New York, the "Government Entities"). The Qui Tam Action was further amended on July 23, 2013 to allege certain claims on behalf of the Government Entities and to drop any claims on behalf of the State of New Hampshire. The State of New York pursued its own investigation under the New York False Claims Act resulting in our settlement announced by the New York Attorney General’s office on January 8, 2013. Brought under the federal False Claims Act and comparable state statutes, the Qui Tam Action alleged that, from January 1, 2003 to June 30, 2014, we improperly increased our service price to certain government customers without their consent or contractual authorization. We have denied all liability for the claims made in the Qui Tam Action but have agreed to settle to avoid the expense, burden and inherent risk and uncertainty of litigation. Under the terms of the settlement agreement entered into with Relator (the "Settlement"), we paid (i) $26.75 million to a third-party administrator to be allocated among the Government Entities as determined by the Government Entities themselves without any involvement by us and (ii) $1.75 million in full satisfaction of any claims by Relator and Relator’s counsel for attorneys’ fees, expenses and costs. We did not admit in the Settlement to any of the allegations in the Qui Tam Action, and the Settlement cannot be used as an admission of wrongdoing or liability on our part. In addition, we are completely released from any and all claims brought by Relator and the Government Entities. In view of the Settlement, we recorded a pre-tax charge of $28.5 million during the third quarter 2015 which is included in SG&A expenses on our Consolidated Statement of Income. We made the payments described above on October 21, 2015 in accordance with the terms of the settlement agreement. On February 1, 2016, the Qui Tam Action was dismissed with prejudice pursuant to the Settlement. Class Action Lawsuits. As we have previously disclosed, we were served on March 12, 2013 with a class action complaint filed in the U.S. District Court for the Western District of Pennsylvania by an individual plaintiff for itself and on behalf of all other "similarly situated" customers of ours. The complaint alleges, among other things, that we imposed unauthorized or excessive price increases and other charges on our customers in breach of our contracts and in violation of the Illinois Consumer Fraud and Deceptive Business Practices Act. The complaint sought certification of the lawsuit as a class action and the award to class members of appropriate damages and injunctive relief. The Pennsylvania class action complaint was filed in the wake of a settlement with the State of New York of an investigation under the New York False Claims Act which arose out of the Qui Tam Action described above. Following the filing of the Pennsylvania class action complaint, we were served with class action complaints filed in federal court in California, Florida, Illinois, Mississippi and Utah and in state court in California. These complaints asserted claims and allegations substantially similar to those made in the Pennsylvania class action complaint. All of these cases appear to be follow-on litigation to our settlement with the State of New York. On August 9, 2013, the Judicial Panel on Multidistrict Litigation granted our Motion to Transfer these related actions to the United States District Court for the Northern District of Illinois for centralized pretrial proceedings (the "MDL Action"). On December 10, 2013, we filed our answer to the Amended Consolidated Class Action Complaint in the MDL Action, generally denying the allegations therein. On January 29, 2016, the plaintiffs’ attorneys filed a Second Amended Consolidated Complaint and a Motion for Class Certification in the MDL Action. The Motion requests that the court certify a class of plaintiffs consisting of certain of our small quantity customers who received rate increases. We intend to strongly contest the Motion. We believe that we have operated in accordance with the terms of our customer contracts and that these complaints are without merit. We will continue to vigorously defend ourselves against each of these lawsuits. We have not accrued any amounts in respect of these class action lawsuits, and we cannot estimate the reasonably possible loss or the range of reasonably possible losses that we may incur. We are unable to make such an estimate because (i) litigation is by its nature uncertain and unpredictable, (ii) we do not know whether the court will certify any class of plaintiffs or, if any class is certified, how the class would be defined, and (iii) in our judgment, there are no comparable proceedings against other defendants that might provide guidance in making estimates. Junk Fax Lawsuit. As previously disclosed, on May 20, 2015, we entered into a settlement agreement to resolve all claims made against us and certain of our subsidiaries in Sawyer v. Stericycle, et al., Case No. 2015 CH 07190 (the "TCPA Action"), a class action complaint filed in the Circuit Court of Cook County, Illinois (the "Court"). The TCPA Action was the successor lawsuit to the class action complaint filed in the U.S. District Court for the Northern District of Illinois (Case 1:14-cv-02070) that we have previously disclosed and that was dismissed pursuant to the parties’ joint stipulation of dismissal. The TCPA Action alleged that from 2010 to 2014 we violated the Telephone Consumer Protection Act of 1991, as amended by the Junk Fax Prevention Act of 2005, by sending facsimile advertisements to plaintiffs or putative class members that either were unsolicited and/or did not contain a valid opt-out notice. We have denied all liability for the claims made in the TCPA Action but have agreed to settle to avoid the expense, burden and inherent risk and uncertainty of litigation. Under the terms of the settlement agreement entered into with the two class representatives, we agreed to make available a fund of $45.0 million (the "Settlement Fund") to pay class members who submit a valid claim form within a 90 -day period, to pay an incentive award to each of the class representatives, to pay attorneys’ fees and expenses to plaintiffs’ attorneys, and to pay fees and costs of a third-party settlement administrator (the "TCPA Settlement"). The plaintiffs’ attorneys sought attorneys’ fees of one-third of the Settlement Fund, plus out-of-pocket expenses, to be paid from the Settlement Fund. As part of the TCPA Settlement, we did not admit to any of the allegations in the TCPA Action and are completely released from any claims related to faxes sent by us or on our behalf from March 25, 2010 through April 30, 2015. On August 27, 2015, the TCPA Action was dismissed with prejudice. Based on the claims filed in connection with the TCPA Settlement, we recorded a pre-tax charge of $28.2 million during 2015 which is included in SG&A expenses on our Consolidated Statement of Income. We made payments totaling $15.2 million in respect of the incentive awards to each of the class representatives and the attorneys’ fees and expenses of plaintiffs’ attorneys during August 2015. In December 2015, we paid a total of $13.0 million in respect of valid claims submitted by class members within the claims period. Environmental Matters. On April 22, 2014, we completed our acquisition of PSC Environmental Services, LLC ("PSC Environmental") and consequently became subject to the legal proceedings in which PSC Environmental was a party on that date. PSC Environmental’s operations are regulated by federal, state and local laws enacted to regulate the discharge of materials into the environment, remediate contaminated soil and groundwater or otherwise protect the environment. As a result of this continuing regulation, PSC Environmental frequently becomes a party to legal or administrative proceedings involving various governmental authorities and other interested parties. The issues involved in these proceedings generally relate to alleged violations of existing permits and licenses or alleged responsibility under federal or state Superfund laws to remediate contamination at properties owned either by PSC Environmental or by other parties to which either PSC Environmental or the prior owners of certain of its facilities shipped wastes. From time to time, PSC Environmental may be subject to fines or penalties in regulatory proceedings relating primarily to waste treatment, storage or disposal facilities. We believe that the fines or other penalties that PSC Environmental may pay in connection with any pending regulatory proceedings of this nature will not, individually or in the aggregate, be material to our financial statements. On February 29, 2016, we entered into a statute of limitations tolling agreement with the United States Attorney’s Office for the District of Utah relating to that Office’s investigation of the same facts underlying the notice of violation (the "NOV") issued by the State of Utah Division of Air Quality (the "DAQ") that resulted in our December 2014 settlement with the DAQ that we have previously disclosed. The U.S. Attorney’s Office is investigating whether the matters forming the basis of the NOV constitute violations of the Clean Air Act and other federal statutes. Under the tolling agreement, the period from March 1, 2016 through July 31, 2016 will be excluded from any calculation of time for the purpose of determining the statute of limitations concerning any charges that we violated federal statutes. The agreement does not constitute an admission of guilt or wrongdoing on our part and cannot be construed as a waiver of any other rights or defenses that we may have in any resulting action or proceeding. We will continue to cooperate with the investigation. |
SELECTED QUARTERLY FINANCIAL DA
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) The following table summarizes our unaudited consolidated quarterly results of operations as reported for 2015 and 2014 : In thousands, except per share data First Second Third Fourth Year Revenues $ 663,319 $ 715,689 $ 718,596 $ 888,304 $ 2,985,908 Gross profit 281,331 304,824 299,675 380,355 1,266,185 Acquisition expenses (3,296 ) (2,986 ) (33,674 ) 818 (39,138 ) Integration expenses (8,886 ) (8,924 ) (13,447 ) (20,432 ) (51,689 ) Change in fair value of contingent consideration 675 (35 ) — — 640 Impairment of intangible assets — — — (1,781 ) (1,781 ) Restructuring and plant conversion expenses (12,302 ) (3,058 ) (2,721 ) (4,667 ) (22,748 ) Litigation expenses (2,123 ) (44,827 ) (12,056 ) (645 ) (59,651 ) Net income attributable to Stericycle, Inc. 75,458 60,449 52,263 78,876 267,046 Mandatory convertible preferred stock — — — (10,106 ) (10,106 ) Net income attributable to Stericycle, Inc. common shareholders 75,458 60,449 52,263 68,770 256,940 * Basic earnings per common share $ 0.89 $ 0.71 $ 0.62 $ 0.81 $ 3.02 * Diluted earnings per common share $ 0.87 $ 0.70 $ 0.60 $ 0.80 $ 2.98 In thousands, except per share data First Second Third Fourth Year Revenues $ 569,955 $ 640,822 $ 667,877 $ 676,947 $ 2,555,601 Gross profit 255,469 275,304 278,669 284,969 1,094,411 Acquisition expenses (3,221 ) (3,979 ) (3,472 ) (2,661 ) (13,333 ) Integration expenses (2,485 ) (4,679 ) (7,461 ) (11,343 ) (25,968 ) Change in fair value of contingent consideration (4,789 ) 836 — 5,405 1,452 Restructuring and plant conversion expenses (574 ) (1,115 ) (2,380 ) (10,495 ) (14,564 ) Litigation expenses (1,505 ) (396 ) (1,342 ) (3,331 ) (6,574 ) Net income attributable to Stericycle, Inc. 79,149 81,936 82,845 82,526 326,456 * Basic earnings per common share $ 0.93 $ 0.97 $ 0.98 $ 0.97 $ 3.84 * Diluted earnings per common share $ 0.91 $ 0.95 $ 0.96 $ 0.96 $ 3.79 * EPS calculated on a quarterly basis, and, as such, the amounts may not total the calculated full-year EPS. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | STERICYCLE, INC. AND SUBSIDIARIES SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS In thousands Allowance for doubtful accounts Balance Beginning of Period Charges to Expenses Other Charges/ (Reversals) (1) Write-offs/ Payments Balance End of Period 2013 $ 19,443 $ 4,823 $ 322 $ (5,454 ) $ 19,134 2014 $ 19,134 $ 9,869 $ 842 $ (10,762 ) $ 19,083 2015 $ 19,083 $ 13,650 $ 3,054 $ (13,458 ) $ 22,329 (1) Amounts consist primarily of valuation allowances assumed from acquired companies and currency translation adjustments. In thousands Valuation Allowance on Deferred Tax Assets Balance Beginning of Period Additions/ (Deductions) Charged to/ (from) Income Tax Expense Other Changes to Reserves (2) Balance End of Period 2013 $ 3,340 $ (1,451 ) $ (767 ) $ 1,122 2014 $ 1,122 $ — $ (1,066 ) $ 56 2015 $ 56 $ 13 $ 17,516 $ 17,585 (2) Amounts consist primarily of valuation allowances on acquired deferred tax assets from business combinations. |
SUMMARY OF SIGNIFICANT ACCOUN30
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation: The consolidated financial statements include the accounts of Stericycle, Inc. and its subsidiaries. |
Revenue Recognition | Revenue Recognition: Revenues for our regulated medical waste management services, other than our compliances services, and secure information destruction services are recognized at the time of waste collection. Our compliance service revenues are recognized evenly over the contractual service period. Payments received in advance are deferred and recognized as services are provided. Revenues from hazardous waste services are recorded at the time waste is received at our processing facility. Revenues from regulated recall and returns management services and communication solutions are recorded at the time services are performed. Revenues from product sales are recognized at the time the goods are shipped to the ordering customer. Charges related to sales taxes and international value added tax ("VAT") and other similar pass through taxes are not included as revenue. |
Acquisition Accounting | Acquisition Accounting: Acquisition accounting requires us to recognize assets and liabilities at their fair value. The process of determining fair value requires time to complete, therefore we will make some estimates at the time of acquisition. These estimates are primarily for amortizable intangibles and, if appropriate, an associated deferred tax liability. These estimates are based on historical experience and allow us to recognize amortization expense until the final valuation is complete. |
Goodwill and Identifiable Intangibles | Goodwill and Other Identifiable Intangible Assets: Goodwill associated with the excess of the purchase price over the fair value of the net assets acquired is not amortized, but is subject to an annual impairment test. In accordance with applicable accounting standards, we evaluate on at least an annual basis, using the fair value of reporting units, whether goodwill is impaired. If we were to determine that a significant impairment has occurred, we would be required to incur non-cash charges of the impaired portion of goodwill that could have a material adverse effect on our results of operations in the period in which the impairment charge occurs. During the quarter ended June 30, 2015, we performed our annual goodwill impairment evaluation for our three reporting units, Domestic Regulated and Compliance Services, Domestic Regulated Recall and Returns Management Services, and International Regulated and Compliance Services. We calculate the fair value of our reporting units using an income method and validate those results using a market approach. Both the income and market approaches indicated no impairment to goodwill in any of our three reporting units. See Note 11 - Goodwill and Other Intangible Assets in the Notes to the Consolidated Financial Statements for more information about goodwill and the annual impairment test. We have determined that our permits have indefinite lives due to our ability to renew these permits with minimal additional cost, and therefore they are not amortized. We also have a tradename that we have determined has an indefinite life. Our indefinite lived intangible assets are tested for impairment annually at December 31, or more frequently, if circumstances indicate that they may be impaired. We use a qualitative assessment, as provided for under the FASB Accounting Standards Codification Topic 350, Intangibles - Goodwill and Other , to determine if is more likely than not that the asset is impaired. If there is an indication of impairment, we test the recoverability of the asset using either a discounted income or cost savings model to calculate fair value. The calculated fair value is based upon, among other things, certain assumptions about expected future operating performance, internal and external processing costs, and an appropriate discount rate determined by management. Our estimates of discounted income may differ from actual income due to, among other things, inaccuracies in economic estimates. See Note 11 - Goodwill and Other Intangible Assets in the Notes to the Consolidated Financial Statements for more information about indefinite lived intangible assets. Our finite-lived intangible assets are amortized over their useful lives using straight-line method. We have determined that our customer relationships have useful lives from 10 to 40 years based upon the type of customer, with a weighted average remaining useful life of 19.2 years. We have covenants not-to-compete intangibles with useful lives from 5 to 14 years, with a weighted average remaining useful life of 3.7 years. We have tradename intangibles with useful lives from 15 to 40 years, with a weighted average remaining useful life of 17.2 years. Other intangibles mainly consist of landfill air rights with a weighted average remaining useful life of 19.1 years. These assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may be less than its undiscounted estimated future cash flows. See Note 11 - Goodwill and Other Intangible Assets in the Notes to the Consolidated Financial Statements for more information about our intangible assets other than goodwill. |
Valuation of Intangibles | Valuation of Intangibles: Valuation of our intangible assets other than goodwill is derived using a discounted income and cost savings approach. Financial information such as revenues, costs, assets and liabilities, and other assumptions related to the intangible asset are input into a standard valuation model to determine a stream of income attributable to that intangible. The income stream is then discounted to the present to arrive at a valuation. We perform annual impairment tests on our indefinite lived intangible assets. Our customer relationship valuation model, using the multi-period excess earnings method, assumes straight-line revenue loss. The calculation of determining a revenue loss rate starts with a base-line revenue point and then tracks revenue by customer, assuming no further revenue growth, to a point of zero revenues. A calculation of base-line revenue to zero revenue determines the useful life of customer relationships. Determining an accurate consumption of benefits from acquired customer relationships cannot be reliably determined because the services we provide to acquired customers changes from the base-line revenues over an extended period of time due to factors such as volume increase, price increase, and complementary service offerings. Therefore we amortize our finite-lived intangible assets using the straight-line method consistent with our valuation model. |
Income Taxes | Income Taxes: We are subject to income taxes in both the U.S. and numerous foreign jurisdictions. We compute our provision for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities and for operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. Significant judgments are required in order to determine the realizability of these deferred tax assets. In assessing the need for a valuation allowance, we evaluate all significant available positive and negative evidence, including historical operating results, estimates of future taxable income and the existence of prudent and feasible tax planning strategies. Changes in the expectations regarding the realization of deferred tax assets could materially impact income tax expense in future periods. Undistributed earnings of foreign subsidiaries are considered permanently reinvested, and therefore no deferred taxes are recorded thereon. To provide for uncertain tax positions, we maintain a reserve for tax benefits assumed that do not meet a threshold of "more likely than not" to be sustained. Management believes the amount provided for uncertain tax positions is adequate. |
Accounts Receivable | Accounts Receivable: Accounts receivable consist of amounts due to us from our normal business activities and are carried at their estimated collectible amounts. Our accounts receivable balance includes amounts related to VAT and similar international pass-through taxes. We do not require collateral as part of our standard trade credit policy. Accounts receivable balances are determined to be past due when the amount is overdue based on the contractual terms with the customer. We maintain an allowance for doubtful accounts to reflect the expected uncollectability of accounts receivable based on past collection history and specific risks identified among uncollected accounts. Accounts receivable are written off against the allowance for doubtful accounts when we have determined that the receivable will not be collected and/or when the account has been referred to a third party collection agency. No single customer accounts for more than approximately 1.5% of our accounts receivable. Bad debt expense was $13.7 million , $9.9 million and $4.8 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. |
Stock-Based Compensation | Stock-Based Compensation: We issue stock options and restricted stock units ("RSU") to employees and directors as an integral part of our compensation programs. Stock options cost is measured at the grant date using the Black-Scholes model and is recognized as expense over the vesting period. Determining the fair value of stock options at the grant date requires estimating the expected volatility of our stock, the expected term of the award, and the risk-free rate. Our stock’s expected volatility and the expected term of the awards are based upon historical experience. The risk-free interest rate assumption is based upon the U.S. Treasury yield rates of a comparable period. The fair value of RSU is based on the closing price of the Company's common stock on the date of grant and is amortized to expense over the service period. If factors change and we employ different assumptions, stock-based compensation expense may differ significantly from what we have recorded in the past. |
Litigation | Litigation: We operate in a highly regulated industry and deal with regulatory inquiries or investigations from time to time that may be instituted for a variety of reasons. We are also involved in a variety of civil litigation from time to time. Liabilities from litigation are accrued when known, probable and estimable. |
Share Repurchases | Share Repurchases: Purchase price over par value for share repurchases are allocated to retained earnings. |
Cash Equivalents and Short-Term Investments | Cash Equivalents and Short-Term Investments: We consider all highly liquid investments with a maturity of less than three months when purchased to be cash equivalents. Short-term investments consist of certificates of deposit which mature in less than one year. |
Property, Plant and Equipment | Property, Plant and Equipment: Property, plant and equipment are stated at cost. Depreciation and amortization, which include the depreciation of assets recorded under capital leases, are computed using the straight-line method over the estimated useful lives of the assets as follows: Building and improvements 5 to 50 years Machinery and equipment 2 to 30 years Containers 2 to 20 years Vehicles 2 to 10 years Office equipment and furniture 2 to 20 years Software 2 to 15 years Our containers have a weighted average remaining useful life of 12.5 years. |
Environmental Remediation Liabilities | Environmental Remediation Liabilities: We record a liability for environmental remediation when such liability becomes probable and the costs or damages can be reasonably estimated. We accrue environmental remediation costs, on an undiscounted basis, associated with identified sites where an assessment has indicated that cleanup costs are probable and can be reasonably estimated, but the timing of such payments is not fixed and determinable. Such accruals are based on currently available information, estimated timing of remedial actions, existing technology, and enacted laws and regulations. |
Insurance | Insurance: Our insurance for workers’ compensation, vehicle liability and physical damage, and employee-related health care benefits is obtained using high deductible insurance policies. A third-party administrator is used to process all such claims. We require all workers’ compensation, vehicle liability and physical damage claims to be reported within 24 hours. As a result, we accrue our workers’ compensation, vehicle and physical damage liability based upon the claim reserves established by the third-party administrator at the end of each reporting period. Our employee health insurance benefit liability is based on our historical claims experience rate. Our earnings would be impacted to the extent that actual claims vary from historical experience. We review our accruals associated with the exposure to these liabilities for adequacy at the end of each reporting period. |
Financial Instruments | Financial Instruments: Our financial instruments consist of cash and cash equivalents, short-term investments, accounts receivable and payable, derivatives, and long-term debt. At December 31, 2015 , the fair value of the Company’s debt obligations was estimated at $3.22 billion , compared to a carrying amount of $3.21 billion . This fair value was estimated using market interest rates for comparable instruments. The Company has no current plans to retire a significant amount of its debt prior to maturity. Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of accounts receivable. Credit risk on trade receivables is minimized as a result of the large size of our customer base. No single customer represents greater than approximately 1.5% of total accounts receivable. We perform ongoing credit evaluation of our customers and maintain allowances for potential credit losses. For any contracts in loss positions, losses are recorded when probable and estimable. These losses, when incurred, have been within the range of our expectations. |
Use of Estimates | Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Some areas where we make estimates include allowance for doubtful accounts, credit memo reserve, accrued employee health and welfare benefits, stock compensation expense, income tax liabilities, accrued auto and workers’ compensation insurance claims, and intangible asset valuations. Such estimates are based on historical trends and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from our estimates. Future estimated expenses may fluctuate depending on changes in foreign currency rates. The estimates for payments due on long-term debt, lease payments under capital leases, accrued liabilities, contingent consideration liabilities, intangible assets amortization expense, and rental payments are based upon foreign exchange rates at December 31, 2015 . |
Foreign Currency Translation | Foreign Currency Translation: Assets and liabilities of foreign affiliates that use the local currency as their functional currency are translated at the exchange rate on the last day of the accounting period, and income statement accounts are translated at the average rates during the period. Related translation adjustments are reported as a component of accumulated other comprehensive loss in Stericycle, Inc.'s equity. |
New Accounting Standards | New Accounting Standards: Accounting Standards Recently Adopted Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity On January 1, 2015, we adopted Accounting Standards Update ("ASU") No. 2014-08, "Presentation of Financial Statements (Topic 205): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity," guidance on the presentation and disclosures of reporting discontinued operations. The new guidance defines a discontinued operation as a disposal of a component or group of components that is disposed of or is classified as held for sale and "represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results." For disposals of individually significant components that do not qualify as discontinued operations, an entity must disclose pre-tax earnings of the disposed component. The Company has not disposed of a component of our entity and therefore the implementation of this guidance did not affect our financial position, results of operations, or disclosure requirements. Simplifying the Accounting for Measurement-Period Adjustments As of December 31, 2015, we early adopted ASU No. 2015-16, "Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments," guidance that eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, an acquirer will recognize measurement-period adjustments during the period in which it determines the amount of the adjustment. The implementation of this guidance did not materially impact our financial statements. Balance Sheet Classification of Deferred Taxes As of December 31, 2015, we early adopted ASU No. 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes," guidance that requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. At December 31, 2014, we have reclassified $28.3 million of current deferred tax assets to noncurrent deferred tax liabilities to conform to the current period balance sheet presentation. Other than the change in balance sheet presentation, there were no other impacts. Accounting in the Cloud As of December 31, 2015, we adopted ASU No. 2015-05, "Intangible - Goodwill and Other - Internal-Use Software (Subtotal 350-40): Customer's Accounting Fees Paid in a Cloud Computing Arrangement," guidance to determine whether customers in a cloud computing arrangement should account for a contract as a software license or as a service contract. The guidance applies only to internal-use software to which a customer obtains access in a hosting arrangement. The standard will be effective for financial statements issued for annual periods beginning after December 15, 2015, with early adoption permitted. We have evaluated our contracts and determined that our cloud computing arrangements do not include a software license criteria and therefore are properly treated as service contracts. Accounting Standards Issued But Not Yet Adopted Interest-Imputation of Interest In April 2015, the FASB issued ASU No. 2015-03, "Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs," guidance that requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. The recognition and measurement guidance for debt issuance costs are not affected by the accounting standard update. The standard will be effective for annual periods and interim periods within those annual periods beginning after December 15, 2015, with early adoption permitted. The revised standard will be adopted by the Company on January 1, 2016, will be applied retrospectively and will require reclassifications within the Company’s consolidated balance sheets and statements of cash flows. The revised standard only affects presentation and therefore will not have an impact on the Company’s results of operations. Revenue From Contracts With Customers In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" (Topic 606), guidance to provide a single, comprehensive revenue recognition model for all contracts with customers. The revenue guidance contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The amended authoritative guidance associated with revenue recognition is effective for the Company on January 1, 2018. The amended guidance may be applied retrospectively for all periods presented or retrospectively with the cumulative effect of initially applying the amended guidance recognized at the date of initial application. We are in the process of assessing the provisions of the new revenue recognition standard and have not determined whether the adoption will have a material impact on our consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN31
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Estimated Useful Lives of Assets | Depreciation and amortization, which include the depreciation of assets recorded under capital leases, are computed using the straight-line method over the estimated useful lives of the assets as follows: Building and improvements 5 to 50 years Machinery and equipment 2 to 30 years Containers 2 to 20 years Vehicles 2 to 10 years Office equipment and furniture 2 to 20 years Software 2 to 15 years |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Summary of Location of Acquisitions | The following table summarizes the locations of our acquisitions for the years ended December 31, 2015 , 2014 and 2013 : Acquisition Locations 2015 2014 2013 United States 19 17 13 Argentina — 2 3 Brazil 2 3 2 Canada 2 2 3 Chile — 3 1 Ireland 1 — — Japan — 2 3 Mexico 3 — 1 Netherlands 2 — — Portugal — 5 2 Romania 4 3 6 Republic of Korea 6 1 — Spain 4 3 3 United Kingdom — 3 12 Total 43 44 49 |
Aggregate Purchase Price Paid for Acquisitions and Other Adjustments to Consideration | The following table summarizes the aggregate purchase price paid for acquisitions and other adjustments of consideration to be paid for acquisitions during the years ended December 31, 2015 , 2014 and 2013 : In thousands 2015 2014 2013 Cash $ 2,419,437 $ 374,321 $ 161,936 Promissory notes 64,072 125,229 64,581 Deferred consideration 3,172 3,535 31,149 Contingent consideration 12,945 17,174 4,371 Total purchase price $ 2,499,626 $ 520,259 $ 262,037 |
Purchase Price Allocation | The following table summarizes the preliminary purchase price allocation for current period acquisitions and other adjustments to purchase price allocations during the years ended December 31, 2015 , 2014 and 2013 : In thousands 2015 2014 2013 Fixed assets $ 198,145 $ 98,916 $ 15,582 Intangibles 1,052,016 276,798 92,398 Goodwill 1,422,673 235,597 179,795 Accounts receivable 135,800 68,019 19,920 Net other assets/ (liabilities) 18,133 (11,702 ) 3,260 Environmental remediation liabilities — (32,383 ) — Current liabilities (91,522 ) (67,334 ) (23,200 ) Debt (4,966 ) (22,102 ) (7,512 ) Net deferred tax liabilities (230,653 ) (18,769 ) (13,995 ) Noncontrolling interests — (6,781 ) (4,211 ) Total purchase price allocation $ 2,499,626 $ 520,259 $ 262,037 The following table summarizes the preliminary purchase price allocation by major asset acquired and liability assumed, as well as the amount of goodwill recognized for Shred-it acquisition and in aggregate for all other 2015 acquisitions: In thousands Shred-it Acquisition Other Acquisitions Total Fixed assets $ 174,250 $ 23,895 $ 198,145 Intangibles 955,000 97,016 1,052,016 Goodwill 1,333,046 89,627 1,422,673 Accounts receivable 117,541 18,259 135,800 Net other assets/ (liabilities) 16,738 1,395 18,133 Current liabilities (72,178 ) (19,344 ) (91,522 ) Debt — (4,966 ) (4,966 ) Net deferred tax liabilities (220,505 ) (10,148 ) (230,653 ) Total purchase price allocation $ 2,303,892 $ 195,734 $ 2,499,626 |
Pro Forma Information | The following consolidated pro forma information on the impact of the 2015 acquisitions to our consolidated revenues and net income is based on the assumption that these acquisitions all occurred on January 1, 2014: In thousands Years Ended December 31, 2015 2014 Revenues $ 3,569,490 $ 3,397,646 Net income 307,994 375,339 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | In thousands Fair Value Measurements Using Total as of Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 55,634 $ 55,634 $ — $ — Short-term investments 69 69 — — Derivative financial instruments 1,207 — 1,207 — Total assets $ 56,910 $ 55,703 $ 1,207 $ — Liabilities: Contingent considerations $ 25,390 $ — $ — $ 25,390 Derivative financial instruments — — — — Total liabilities $ 25,390 $ — $ — $ 25,390 In thousands Fair Value Measurements Using Total as of Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 22,236 $ 22,236 $ — $ — Short-term investments 380 380 — — Derivative financial instruments 515 — 515 — Total assets $ 23,131 $ 22,616 $ 515 $ — Liabilities: Contingent considerations $ 19,941 $ — $ — $ 19,941 Derivative financial instruments 2,408 — 2,408 — Total liabilities $ 22,349 $ — $ 2,408 $ 19,941 |
Changes to Contingent Consideration | Changes to contingent consideration are reflected in the table below: In thousands Contingent consideration at January 1, 2015 $ 19,941 Increases due to acquisitions 12,945 Decrease due to payments (1,853 ) Changes due to foreign currency fluctuations (5,003 ) Changes in fair value reflected in Selling, general, and administrative expenses (640 ) Contingent consideration at December 31, 2015 $ 25,390 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
United States and International Components of Income Before Income Taxes | The U.S. and International components of income before income taxes consisted of the following for the years ended December 31, 2015 , 2014 and 2013 : In thousands 2015 2014 2013 United States $ 378,815 $ 441,029 $ 407,315 Foreign 32,092 46,539 70,431 Total income before income taxes $ 410,907 $ 487,568 $ 477,746 |
Significant Components of Income Tax Expense | Significant components of our income tax expense for the years ended December 31, 2015 , 2014 and 2013 are as follows: In thousands 2015 2014 2013 Current United States - federal $ 105,941 $ 118,217 $ 103,751 United States - state and local 15,544 13,023 11,683 Foreign 16,512 14,930 24,486 137,997 146,170 139,920 Deferred United States - federal 23,762 29,730 31,808 United States - state and local 2,504 948 5,510 Foreign (21,369 ) (15,339 ) (10,246 ) Foreign - changes in statutory rates — (2,087 ) (2,330 ) 4,897 13,252 24,742 Total provision $ 142,894 $ 159,422 $ 164,662 |
Reconciliation of Income Tax Provision Computed at Federal Statutory Rate to Effective Tax Rate | A reconciliation of the income tax provision computed at the federal statutory rate to the effective tax rate for the years ended December 31, 2015 , 2014 and 2013 are as follows: 2015 2014 2013 Federal statutory income tax rate 35.0 % 35.0 % 35.0 % Effect of: State and local taxes, net of federal tax effect 3.1 % 1.9 % 2.3 % Foreign tax rates (0.4 )% (0.5 )% (0.8 )% Change in deferred tax assets from an increase in tax basis of foreign assets (2.2 )% (1.8 )% — % Other (0.7 )% (1.9 )% (2.0 )% Effective tax rate 34.8 % 32.7 % 34.5 % |
Deferred Tax Liabilities and Assets | Our deferred tax liabilities and assets at December 31, 2015 and 2014 were as follows: In thousands 2015 2014 Deferred tax liabilities: Property, plant and equipment $ (44,914 ) $ (41,071 ) Goodwill and intangibles (719,789 ) (453,854 ) Other (5,747 ) — Total deferred tax liabilities (770,450 ) (494,925 ) Deferred tax assets: Accrued liabilities 69,895 32,664 Stock based compensation 74,794 21,139 Other — 17,922 Net operating tax loss carry-forwards 37,976 20,017 Less: valuation allowance (17,585 ) (56 ) Total deferred tax assets 165,080 91,686 Net deferred tax liabilities $ (605,370 ) $ (403,239 ) |
Changes in Unrecognized Tax Positions | The following table summarizes the changes in unrecognized tax positions during the years ended December 31, 2015 and 2014 : In thousands Unrecognized tax positions, January 1, 2014 $ 14,910 Gross increases—tax positions in prior periods 200 Gross decreases—tax positions in prior periods (762 ) Gross increases—current period tax positions 3,081 Settlement (1,165 ) Lapse of statute of limitations (1,169 ) Unrecognized tax positions, December 31, 2014 $ 15,095 Gross increases—tax positions in prior periods 7,239 Gross decreases—tax positions in prior periods (793 ) Gross increases—current period tax positions 5,976 Settlement (200 ) Lapse of statute of limitations (2,375 ) Unrecognized tax positions, December 31, 2015 $ 24,942 |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation Expense Resulting from Stock Option Awards, Restricted stock units ("RSU") and ESPP | The following table presents the total stock-based compensation expense resulting from stock option awards, restricted stock units ("RSUs"), and the ESPP included in the Consolidated Statements of Income: In thousands Years Ended December 31, 2015 2014 2013 Cost of revenues - stock option plan $ 92 $ 52 $ 120 Selling, general and administrative - stock option plan 18,541 15,214 15,212 Selling, general and administrative - RSUs 1,484 1,267 1,116 Selling, general and administrative - ESPP 1,633 1,240 1,009 Total pre-tax expense $ 21,750 $ 17,773 $ 17,457 |
Tax Benefits Related to Stock Compensation | The following table sets forth the tax benefits related to stock compensation: In thousands Years Ended December 31, 2015 2014 2013 Tax benefit recognized in Statements of Income $ 5,567 $ 4,849 $ 4,518 Excess tax benefit realized 16,897 17,906 17,153 |
Stock Option Activity | Stock option activity for the year ended December 31, 2015 , is summarized as follows: Number of Weighted Outstanding at beginning of year 5,377,857 $ 80.88 Granted 1,056,490 130.56 Exercised (906,104 ) 66.93 Forfeited (188,927 ) 111.07 Canceled or expired (4,513 ) 84.52 Outstanding at December 31, 2015 5,334,803 92.02 Exercisable at December 31, 2015 2,747,266 73.22 Vested and expected to vest at December 31, 2015 5,135,286 91.00 |
Intrinsic Value of Options Exercised | The following table sets forth the total intrinsic value of options exercised for the years ended December 31: In thousands 2015 2014 2013 Total exercise intrinsic value of options exercised $ 62,625 $ 65,884 $ 55,757 |
Information Related to Outstanding and Exercisable Options | The following table sets forth the information related to outstanding and exercisable options for the years ended December 31: 2015 2014 2013 Weighted average remaining contractual life of outstanding options (in years) 5.70 6.10 6.60 Total aggregate intrinsic value of outstanding options (in thousands) $ 162,400 $ 269,900 $ 254,200 Weighted average remaining contractual life of exercisable options (in years) 4.70 5.10 5.30 Total aggregate intrinsic value of exercisable options (in thousands) $ 130,600 $ 178,300 $ 161,100 |
Options Outstanding and Exercisable by Price Range | Options outstanding and exercisable at December 31, 2015 by price range are presented below: Options Outstanding Options Exercisable Range of Exercise Price Shares Outstanding Average Remaining Life in Years Weighted Average Exercise Price Shares Weighted Average Exercise Price $29.54 - $51.55 912,043 3.15 $ 47.61 912,043 $ 47.61 $52.05 - $85.00 956,708 4.22 72.90 817,286 70.84 $85.02 - $85.76 10,650 6.25 85.40 5,750 85.37 $86.24 - $86.24 604,758 6.09 86.24 302,334 86.24 $86.83 - $95.03 142,097 6.02 89.83 110,895 89.11 $95.87 - $95.87 781,470 7.12 95.87 299,599 95.87 $95.92 - $115.51 162,252 7.25 110.41 102,739 109.94 $115.69 - $115.69 732,411 6.14 115.69 147,361 115.69 $115.82 - $130.11 128,583 7.68 122.59 15,954 117.80 $130.19 - $141.56 903,831 7.33 131.20 33,305 133.49 $29.54 - $141.56 5,334,803 5.70 $ 92.02 2,747,266 $ 73.22 |
Assumptions used in Black-Scholes Model | The estimated fair value of stock options at the time of the grant using the Black-Scholes model option pricing model was as follows: Years Ended December 31, 2015 2014 2013 Stock options granted (shares) 1,056,490 981,583 1,057,630 Weighted average fair value at grant date $ 22.90 $ 21.31 $ 22.02 Assumptions: Expected term (in years) 4.79 4.76 5.81 Expected volatility 16.71 % 17.23 % 27.03 % Expected dividend yield — % — % — % Risk free interest rate 1.47 % 1.53 % 1.00 % |
Information Related to RSUs | The following table sets forth the information related to RSUs for the years ended December 31: 2015 2014 2013 Total aggregate intrinsic value of outstanding units (in thousands) $ 8,441 $ 8,337 $ 8,185 Per share fair value of units granted 114.27 115.67 96.40 |
Restricted Stock Units Activity | A summary of the status of our non-vested RSUs and changes during the year ended December 31, 2015 , are as follows: Number of Weighted Average Grant Date Fair Value Non-vested at beginning of year 63,600 $ 96.04 Granted 12,124 114.27 Forfeited (4,273 ) 101.20 Non-vested at December 31, 2015 71,451 101.29 |
EARNINGS PER COMMON SHARE (Tabl
EARNINGS PER COMMON SHARE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | The following table sets forth the computation of basic and diluted earnings per share: Years Ended December 31, 2015 2014 2013 Numerator: Net income attributable to Stericycle, Inc. $ 267,046 $ 326,456 $ 311,372 Less: mandatory convertible preferred stock dividend 10,106 — — Numerator for basic earnings per share attributable to Stericycle, Inc. common shareholders 256,940 326,456 311,372 Denominator: Denominator for basic earnings per share-weighted average shares 84,944,841 84,932,792 85,902,550 Effect of diluted securities: Employee stock options 1,217,768 1,300,820 1,489,438 Mandatory convertible preferred stock (1) — — — Denominator for diluted earnings per share-adjusted weighted average shares and after assumed exercises 86,162,609 86,233,612 87,391,988 Earnings per share – Basic $ 3.02 $ 3.84 $ 3.62 Earnings per share – Diluted $ 2.98 $ 3.79 $ 3.56 (1) In 2015, the weighted average common shares issuable upon the assumed conversion of the mandatory convertible preferred stock totaling 1,648,318 shares were excluded from the computation of diluted earnings per share as such conversion would have been anti-dilutive. |
ACCUMULATED OTHER COMPREHENSI37
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Components of Total Comprehensive Income | The following table sets forth the changes in the components of accumulated other comprehensive income for 2015 , 2014 and 2013 : In thousands Currency Translation Adjustments Unrealized Gains (Losses) on Cash Flow Hedges Accumulated Other Comprehensive Income/ (Loss) Beginning balance at January 1, 2013 $ (37,292 ) $ (1,772 ) $ (39,064 ) Period change (17,718 ) 314 (17,404 ) Ending balance at December 31, 2013 $ (55,010 ) $ (1,458 ) $ (56,468 ) Period change (80,221 ) (1,730 ) (81,951 ) Ending balance at December 31, 2014 $ (135,231 ) $ (3,188 ) $ (138,419 ) Period change (140,809 ) (3,403 ) (144,212 ) Ending balance at December 31, 2015 $ (276,040 ) $ (6,591 ) $ (282,631 ) |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment at December 31, 2015 and 2014 consisted of the following items: In thousands 2015 2014 Land and improvements $ 65,621 $ 63,600 Building and improvements 166,874 142,680 Machinery and equipment 314,252 250,684 Vehicles 136,379 56,650 Containers 190,454 155,238 Office equipment and furniture 117,632 80,158 Software 46,979 40,291 Construction in progress 53,430 35,231 Total property, plant & equipment 1,091,621 824,532 Less: accumulated depreciation (426,019 ) (364,124 ) Property, plant and equipment, net $ 665,602 $ 460,408 |
GOODWILL AND OTHER INTANGIBLE39
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill since January 1, 2014, by reportable segment, were as follows: In thousands United States International Total Balance at January 1, 2014 $ 1,673,810 $ 557,772 $ 2,231,582 Goodwill acquired during year 169,754 88,263 258,017 Purchase accounting allocation adjustments (4,825 ) (17,595 ) (22,420 ) Changes due to foreign currency fluctuations — (48,347 ) (48,347 ) Balance at December 31, 2014 1,838,739 580,093 2,418,832 Goodwill acquired during year 1,177,431 273,519 1,450,950 Purchase accounting allocation adjustments (43,895 ) 15,618 (28,277 ) Goodwill other changes — (440 ) (440 ) Changes due to foreign currency fluctuations — (82,888 ) (82,888 ) Balance at December 31, 2015 $ 2,972,275 $ 785,902 $ 3,758,177 |
Values of Intangible Assets | At December 31, 2015 and 2014 , the values of other intangible assets were as follows: In thousands 2015 2014 Gross Accumulated Net Gross Accumulated Net Amortizable intangibles: Customer relationships $ 1,304,388 $ 144,020 $ 1,160,368 $ 755,148 $ 107,365 $ 647,783 Covenants not-to-compete 6,878 5,141 1,737 8,474 5,688 2,786 Tradenames 3,819 948 2,871 6,062 1,313 4,749 Other 18,902 916 17,986 1,150 556 594 Indefinite lived intangibles: Operating permits 233,101 — 233,101 247,933 — 247,933 Tradenames 426,498 — 426,498 5,800 — 5,800 Total $ 1,993,586 $ 151,025 $ 1,842,561 $ 1,024,567 $ 114,922 $ 909,645 |
Schedule of Finite-Lived Intangible Assets | The changes in the carrying amount of intangible assets since January 1, 2014 were as follows: In thousands Total Balance as of January 1, 2014 $ 720,035 Intangible assets acquired during the year 277,041 Impairments during the year (9,863 ) Amortization during the year (32,692 ) Changes due to foreign currency fluctuations (44,876 ) Balance as of December 31, 2014 909,645 Intangible assets acquired during the year 1,052,016 Impairments during the year (4,177 ) Amortization during the year (45,498 ) Changes due to foreign currency fluctuations (69,425 ) Balance at December 31, 2015 $ 1,842,561 |
Schedule of Indefinite-Lived Intangible Assets | The changes in the carrying amount of intangible assets since January 1, 2014 were as follows: In thousands Total Balance as of January 1, 2014 $ 720,035 Intangible assets acquired during the year 277,041 Impairments during the year (9,863 ) Amortization during the year (32,692 ) Changes due to foreign currency fluctuations (44,876 ) Balance as of December 31, 2014 909,645 Intangible assets acquired during the year 1,052,016 Impairments during the year (4,177 ) Amortization during the year (45,498 ) Changes due to foreign currency fluctuations (69,425 ) Balance at December 31, 2015 $ 1,842,561 |
Estimated Amortization Expense | The estimated amortization expense for each of the next five years, assuming no additional amortizable intangible assets, is as follows for the years ended December 31: In thousands 2016 $ 72,174 2017 71,507 2018 71,459 2019 71,302 2020 71,012 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued liabilities at December 31, 2015 and 2014 consisted of the following items: In thousands 2015 2014 Accrued compensation $ 62,721 $ 37,932 Accrued insurance 43,390 40,387 Accrued taxes 27,363 17,847 Accrued interest 13,829 9,096 Accrued professional services liabilities 6,948 3,703 Accrued liabilities - other 43,078 22,778 Total accrued liabilities $ 197,329 $ 131,743 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt consisted of the following at December 31: In thousands 2015 2014 Obligations under capital leases $ 15,024 $ 9,185 $1.20 billion senior credit facility weighted average rate 1.54%, due in 2019 353,763 459,975 $1.25 billion term loan weighted average rate 1.71%, due in 2020 1,250,000 — $100 million private placement notes 5.64%, due in 2015 — 100,000 $175 million private placement notes 3.89%, due in 2017 175,000 175,000 $125 million private placement notes 2.68%, due in 2019 125,000 125,000 $225 million private placement notes 4.47%, due in 2020 225,000 225,000 $150 million private placement notes 2.89%, due in 2021 150,000 — $125 million private placement notes 3.26%, due in 2022 125,000 125,000 $200 million private placement notes 2.72%, due in 2022 200,000 — $100 million private placement notes 2.79%, due in 2023 100,000 — $150 million private placement notes 3.18%, due in 2023 150,000 — Promissory notes and deferred consideration weighted average rate of 2.54% and weighted average maturity of 3.4 years 239,731 279,590 Foreign bank debt weighted average rate 8.98% and weighted average maturity of 2.1 years 105,530 160,465 Total debt 3,214,048 1,659,215 Less: current portion of total debt 161,409 131,969 Long-term portion of total debt $ 3,052,639 $ 1,527,246 |
Payments due on Long-Term Debt, Excluding Capital Lease Obligations | Payments due on long-term debt, excluding capital lease obligations, during each of the five years subsequent to December 31, 2015 are as follows: In thousands 2016 $ 157,227 2017 345,342 2018 215,549 2019 862,803 2020 875,159 Thereafter 742,944 $ 3,199,024 |
Property under Capital Leases Included with Property, Plant and Equipment | Property under capital leases included with property, plant and equipment in the accompanying consolidated balance sheets is as follows at December 31: In thousands 2015 2014 Land $ 157 $ 174 Buildings 804 896 Machinery and equipment 6,105 1,230 Vehicles 15,925 13,108 Less: accumulated depreciation (7,148 ) (5,375 ) $ 15,843 $ 10,033 |
Minimum Future Lease Payments Under Capital Leases | Minimum future lease payments under capital leases are as follows: In thousands 2016 $ 4,622 2017 5,364 2018 2,041 2019 2,226 2020 1,557 Thereafter 419 Total minimum lease payments 16,229 Less: amounts representing interest (1,205 ) Present value of net minimum lease payments 15,024 Less: current portion included in other current liabilities (4,182 ) Long-term obligations under capital leases $ 10,842 |
LEASE COMMITMENTS (Tables)
LEASE COMMITMENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Minimum Future Rental Payments under Non-Cancelable Operating Leases | Minimum future rental payments under non-cancelable operating leases that have initial or remaining terms in excess of one year at December 31, 2015 for each of the next five years and in the aggregate are as follows: In thousands 2016 $ 104,958 2017 89,284 2018 71,264 2019 52,923 2020 34,078 Thereafter 47,168 $ 399,675 |
PRODUCTS AND SERVICES AND GEO43
PRODUCTS AND SERVICES AND GEOGRAPHIC INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Summary Information for Reportable Segments | Summary information for our reportable segments is as follows: In thousands Years Ended December 31, 2015 2014 2013 Revenues: United States $ 2,165,030 $ 1,788,390 $ 1,498,347 International: Europe 441,231 407,082 341,387 Other international countries 379,647 360,129 303,073 Total International 820,878 767,211 644,460 Total $ 2,985,908 $ 2,555,601 $ 2,142,807 Income before income taxes: United States $ 382,692 $ 436,958 $ 405,403 International 28,215 50,610 72,343 Total $ 410,907 $ 487,568 $ 477,746 Total assets: United States $ 5,173,779 $ 2,916,296 $ 2,557,224 International 1,903,671 1,457,006 1,330,749 Total $ 7,077,450 $ 4,373,302 $ 3,887,973 Property, Plant and Equipment, net: United States $ 434,202 $ 284,788 $ 212,518 International: Europe 95,771 70,621 74,915 Other international countries 135,629 104,999 71,534 Total International 231,400 175,620 146,449 Total $ 665,602 $ 460,408 $ 358,967 |
Detailed Information for Reportable Segment | Detailed information for our United States reportable segment is as follows: In thousands Years Ended December 31, 2015 2014 2013 Regulated and compliance solutions $ 2,062,204 $ 1,707,031 $ 1,400,572 Recall and returns solutions 102,826 81,359 97,775 Total revenues $ 2,165,030 $ 1,788,390 $ 1,498,347 Net interest expense 51,680 44,850 43,012 Income before income taxes 382,692 436,958 405,403 Income taxes 145,815 161,497 152,753 Net income attributable to Stericycle, Inc. $ 236,877 $ 275,461 $ 252,650 Depreciation and amortization $ 78,587 $ 59,389 $ 49,725 Capital expenditures 53,495 56,507 42,760 Detailed information for our International reportable segment is as follows: In thousands Years Ended December 31, 2015 2014 2013 Revenues - Regulated and compliance solutions $ 820,878 $ 767,211 $ 644,460 Net interest expense 25,594 21,172 11,937 Income before income taxes 28,215 50,610 72,343 Income taxes (2,921 ) (2,075 ) 11,909 Net income 31,136 52,685 60,434 Less: net income attributable to noncontrolling interests 967 1,690 1,712 Net income attributable to Stericycle, Inc. $ 30,169 $ 50,995 $ 58,722 Depreciation and amortization $ 48,825 $ 45,227 $ 38,683 Capital expenditures 61,266 29,989 30,349 |
RESTRUCTURING CHARGES (Tables)
RESTRUCTURING CHARGES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | The following table below highlights $19.1 million of pre-tax restructuring charges by reporting segment for the year ended December 31, 2015, which are reflected as part of SG&A on our Consolidated Statements of Income: In thousands Year Ended December 31, 2015 United States International Total Charges to Income Employee severance and related costs $ 4,284 $ 4,275 $ 8,559 Other costs 2,963 1,494 4,457 Non-cash items: Fixed assets impairment 3,133 70 3,203 Intangible assets impairment 2,167 247 2,414 Other — 445 445 Total pre-tax restructuring expenses $ 12,547 $ 6,531 $ 19,078 |
Restructuring Reserve | The following table summarizes restructuring activity during 2015 which is reflected in the Consolidated Balance Sheets as part of "Accrued liabilities:" In thousands Employee Severance and Related Costs Other Costs Total Liability balance at January 1, 2015 $ — $ — $ — Charges to income 8,559 4,457 13,016 Payments (7,469 ) (2,891 ) (10,360 ) Other 14 — 14 Liability balance at December 31, 2015 $ 1,104 $ 1,566 $ 2,670 |
SELECTED QUARTERLY FINANCIAL 45
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Unaudited Consolidated Quarterly Results of Operations | The following table summarizes our unaudited consolidated quarterly results of operations as reported for 2015 and 2014 : In thousands, except per share data First Second Third Fourth Year Revenues $ 663,319 $ 715,689 $ 718,596 $ 888,304 $ 2,985,908 Gross profit 281,331 304,824 299,675 380,355 1,266,185 Acquisition expenses (3,296 ) (2,986 ) (33,674 ) 818 (39,138 ) Integration expenses (8,886 ) (8,924 ) (13,447 ) (20,432 ) (51,689 ) Change in fair value of contingent consideration 675 (35 ) — — 640 Impairment of intangible assets — — — (1,781 ) (1,781 ) Restructuring and plant conversion expenses (12,302 ) (3,058 ) (2,721 ) (4,667 ) (22,748 ) Litigation expenses (2,123 ) (44,827 ) (12,056 ) (645 ) (59,651 ) Net income attributable to Stericycle, Inc. 75,458 60,449 52,263 78,876 267,046 Mandatory convertible preferred stock — — — (10,106 ) (10,106 ) Net income attributable to Stericycle, Inc. common shareholders 75,458 60,449 52,263 68,770 256,940 * Basic earnings per common share $ 0.89 $ 0.71 $ 0.62 $ 0.81 $ 3.02 * Diluted earnings per common share $ 0.87 $ 0.70 $ 0.60 $ 0.80 $ 2.98 In thousands, except per share data First Second Third Fourth Year Revenues $ 569,955 $ 640,822 $ 667,877 $ 676,947 $ 2,555,601 Gross profit 255,469 275,304 278,669 284,969 1,094,411 Acquisition expenses (3,221 ) (3,979 ) (3,472 ) (2,661 ) (13,333 ) Integration expenses (2,485 ) (4,679 ) (7,461 ) (11,343 ) (25,968 ) Change in fair value of contingent consideration (4,789 ) 836 — 5,405 1,452 Restructuring and plant conversion expenses (574 ) (1,115 ) (2,380 ) (10,495 ) (14,564 ) Litigation expenses (1,505 ) (396 ) (1,342 ) (3,331 ) (6,574 ) Net income attributable to Stericycle, Inc. 79,149 81,936 82,845 82,526 326,456 * Basic earnings per common share $ 0.93 $ 0.97 $ 0.98 $ 0.97 $ 3.84 * Diluted earnings per common share $ 0.91 $ 0.95 $ 0.96 $ 0.96 $ 3.79 * EPS calculated on a quarterly basis, and, as such, the amounts may not total the calculated full-year EPS. |
DESCRIPTION OF BUSINESS (Detail
DESCRIPTION OF BUSINESS (Detail) Customer in Millions | 12 Months Ended |
Dec. 31, 2015EmployeeFacilityCustomer | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of customers - over | Customer | 0 |
United States | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of employees | Employee | 14,170 |
International | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of employees | Employee | 11,302 |
Workforce Subject to Collective Bargaining Arrangements [Member] | United States | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of employees | Employee | 419 |
Workforce Subject to Collective Bargaining Arrangements [Member] | International | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of employees | Employee | 2,703 |
Processing Facilities | United States | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of processing facilities | 114 |
Processing Facilities | International | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of processing facilities | 139 |
Transfer and Collection Sites | United States | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of sites | 218 |
Transfer and Collection Sites | International | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of sites | 140 |
Sales and Administrative Sites | United States | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of sites | 21 |
Sales and Administrative Sites | International | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of sites | 62 |
Other Service Facilities | United States | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of service facilities | 83 |
Other Service Facilities | International | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of service facilities | 54 |
Landfill | International | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |
Number of sites | 3 |
SUMMARY OF SIGNIFICANT ACCOUN47
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Significant Accounting Policies [Line Items] | |||
Bad debt expense | $ 13,700 | $ 9,900 | $ 4,800 |
Debt obligations, carrying amount | 3,214,048 | 1,659,215 | |
New Accounting Pronouncement, Early Adoption, Effect | |||
Significant Accounting Policies [Line Items] | |||
Deferred tax assets, current | 28,300 | ||
Level 2 Inputs | |||
Significant Accounting Policies [Line Items] | |||
Debt obligations, fair value | $ 3,220,000 | $ 1,670,000 | |
Containers | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, weighted average remaining useful life | 12 years 6 months | ||
Customer Concentration Risk | Accounts Receivable | |||
Significant Accounting Policies [Line Items] | |||
Customer concentration risk percentage, no more than | 1.50% | ||
Customer relationships | |||
Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, weighted average remaining useful life in years | 19 years 2 months 12 days | ||
Covenants not-to-compete | |||
Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, weighted average remaining useful life in years | 3 years 8 months 12 days | ||
Tradenames | |||
Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, weighted average remaining useful life in years | 17 years 2 months 12 days | ||
Other intangibles | |||
Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, weighted average remaining useful life in years | 19 years 1 month 6 days | ||
Minimum | Building and improvements | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 5 years | ||
Minimum | Machinery and equipment | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 2 years | ||
Minimum | Containers | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 2 years | ||
Minimum | Vehicles | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 2 years | ||
Minimum | Office equipment and furniture | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 2 years | ||
Minimum | Software | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 2 years | ||
Minimum | Customer relationships | |||
Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life | 10 years | ||
Minimum | Covenants not-to-compete | |||
Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life | 5 years | ||
Minimum | Tradenames | |||
Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life | 15 years | ||
Maximum | Building and improvements | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 50 years | ||
Maximum | Machinery and equipment | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 30 years | ||
Maximum | Containers | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 20 years | ||
Maximum | Vehicles | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 10 years | ||
Maximum | Office equipment and furniture | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 20 years | ||
Maximum | Software | |||
Significant Accounting Policies [Line Items] | |||
Property, plant and equipment, useful life | 15 years | ||
Maximum | Customer relationships | |||
Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life | 40 years | ||
Maximum | Covenants not-to-compete | |||
Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life | 14 years | ||
Maximum | Tradenames | |||
Significant Accounting Policies [Line Items] | |||
Finite-lived intangible assets, useful life | 40 years |
ACQUISITIONS - Summary of Acqui
ACQUISITIONS - Summary of Acquisition Location (Detail) - Entity | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Business Acquisition [Line Items] | |||
Number of acquisitions | 43 | 44 | 49 |
United States | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 19 | 17 | 13 |
Argentina | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 0 | 2 | 3 |
Brazil | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | 3 | 2 |
Canada | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | 2 | 3 |
Chile | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 0 | 3 | 1 |
Ireland | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | 0 | 0 |
Japan | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 0 | 2 | 3 |
Mexico | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 3 | 0 | 1 |
Netherlands | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | 0 | 0 |
Portugal | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 0 | 5 | 2 |
Romania | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 4 | 3 | 6 |
Republic of Korea | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 6 | 1 | 0 |
Spain | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 4 | 3 | 3 |
United Kingdom | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 0 | 3 | 12 |
ACQUISITIONS - Aggregate Purcha
ACQUISITIONS - Aggregate Purchase Price Paid for Acquisitions and Other Adjustments to Consideration (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Business Combinations [Abstract] | |||
Cash | $ 2,419,437 | $ 374,321 | $ 161,936 |
Promissory notes | 64,072 | 125,229 | 64,581 |
Deferred consideration | 3,172 | 3,535 | 31,149 |
Contingent consideration | 12,945 | 17,174 | 4,371 |
Total purchase price | $ 2,499,626 | $ 520,259 | $ 262,037 |
ACQUISITIONS - Purchase Price A
ACQUISITIONS - Purchase Price Allocation (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Oct. 01, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 3,758,177 | $ 2,418,832 | $ 2,231,582 | |
Acquisitions Year 2015 | ||||
Business Acquisition [Line Items] | ||||
Fixed assets | 198,145 | |||
Intangibles | 1,052,016 | |||
Goodwill | 1,422,673 | |||
Accounts receivable | 135,800 | |||
Net other assets/ (liabilities) | 18,133 | |||
Environmental remediation liabilities | 0 | |||
Current liabilities | (91,522) | |||
Debt | (4,966) | |||
Net deferred tax liabilities | (230,653) | |||
Noncontrolling interests | 0 | |||
Total purchase price allocation | 2,499,626 | |||
Acquisitions Year 2014 | ||||
Business Acquisition [Line Items] | ||||
Fixed assets | 98,916 | |||
Intangibles | 276,798 | |||
Goodwill | 235,597 | |||
Accounts receivable | 68,019 | |||
Net other assets/ (liabilities) | (11,702) | |||
Environmental remediation liabilities | (32,383) | |||
Current liabilities | (67,334) | |||
Debt | (22,102) | |||
Net deferred tax liabilities | (18,769) | |||
Noncontrolling interests | (6,781) | |||
Total purchase price allocation | $ 520,259 | |||
Acquisitions Year 2013 | ||||
Business Acquisition [Line Items] | ||||
Fixed assets | 15,582 | |||
Intangibles | 92,398 | |||
Goodwill | 179,795 | |||
Accounts receivable | 19,920 | |||
Net other assets/ (liabilities) | 3,260 | |||
Environmental remediation liabilities | 0 | |||
Current liabilities | (23,200) | |||
Debt | (7,512) | |||
Net deferred tax liabilities | (13,995) | |||
Noncontrolling interests | (4,211) | |||
Total purchase price allocation | $ 262,037 | |||
Shred-It | ||||
Business Acquisition [Line Items] | ||||
Fixed assets | $ 174,250 | |||
Intangibles | 955,000 | |||
Goodwill | 1,333,046 | |||
Accounts receivable | 117,541 | |||
Net other assets/ (liabilities) | 16,738 | |||
Current liabilities | (72,178) | |||
Debt | 0 | |||
Net deferred tax liabilities | (220,505) | |||
Total purchase price allocation | $ 2,303,892 | |||
Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Fixed assets | 23,895 | |||
Intangibles | 97,016 | |||
Goodwill | 89,627 | |||
Accounts receivable | 18,259 | |||
Net other assets/ (liabilities) | 1,395 | |||
Current liabilities | (19,344) | |||
Debt | (4,966) | |||
Net deferred tax liabilities | (10,148) | |||
Total purchase price allocation | $ 195,734 |
ACQUISITIONS - Pro Forma Inform
ACQUISITIONS - Pro Forma Information (Details) - Acquisitions Year 2015 - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | ||
Revenues | $ 3,569,490 | $ 3,397,646 |
Net income | $ 307,994 | $ 375,339 |
ACQUISITIONS - Additional Infor
ACQUISITIONS - Additional Information (Detail) $ in Thousands | Oct. 01, 2015USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2015USD ($)Entity | Dec. 31, 2014USD ($)Entity | Dec. 31, 2013USD ($)Entity |
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 43 | 44 | 49 | |||||||||
Tax deductible goodwill amount | $ | $ 528,600 | $ 528,600 | ||||||||||
Acquisition related expenses | $ | (818) | $ 33,674 | $ 2,986 | $ 3,296 | $ 2,661 | $ 3,472 | $ 3,979 | $ 3,221 | $ 39,138 | $ 13,333 | $ 10,300 | |
Customer relationships | Minimum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Finite-lived intangible assets, useful life | 10 years | |||||||||||
Customer relationships | Maximum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Finite-lived intangible assets, useful life | 40 years | |||||||||||
Tradenames | Minimum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Finite-lived intangible assets, useful life | 15 years | |||||||||||
Tradenames | Maximum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Finite-lived intangible assets, useful life | 40 years | |||||||||||
Acquisitions Year 2015 | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Net increase in goodwill | $ | $ 1,420,000 | |||||||||||
Increase (decrease) in intangible assets | $ | 1,050,000 | |||||||||||
Revenue of acquiree since acquisition date | $ | 258,500 | |||||||||||
Acquisitions Year 2015 | Operating permits | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Acquired indefinite-lived intangible assets | $ | 1,400 | |||||||||||
Acquisitions Year 2015 | Tradenames | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Acquired indefinite-lived intangible assets | $ | 423,300 | |||||||||||
Acquisitions Year 2015 | Customer relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Acquired finite-lived intangible assets | $ | $ 599,400 | |||||||||||
Acquisitions Year 2015 | Customer relationships | Minimum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Finite-lived intangible assets, useful life | 10 years | |||||||||||
Acquisitions Year 2015 | Customer relationships | Maximum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Finite-lived intangible assets, useful life | 40 years | |||||||||||
Acquisitions Year 2015 | Other intangibles | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Acquired finite-lived intangible assets | $ | $ 27,900 | |||||||||||
Acquisitions Year 2015 | Other intangibles | Minimum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Finite-lived intangible assets, useful life | 3 years | |||||||||||
Acquisitions Year 2015 | Other intangibles | Maximum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Finite-lived intangible assets, useful life | 20 years | |||||||||||
Shred-It | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Aggregate purchase price | $ | $ 2,300,000 | |||||||||||
Revenue of acquiree since acquisition date | $ | $ 177,400 | |||||||||||
Shred-It | Tradenames | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Tradenames | $ | $ 421,000 | |||||||||||
Shred-It | Customer relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Customer relationships | $ | $ 534,000 | $ 534,000 | ||||||||||
Brazil | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 2 | 3 | 2 | |||||||||
Canada | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 2 | 2 | 3 | |||||||||
Ireland | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 1 | 0 | 0 | |||||||||
Mexico | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 3 | 0 | 1 | |||||||||
Netherlands | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 2 | 0 | 0 | |||||||||
Romania | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 4 | 3 | 6 | |||||||||
Republic of Korea | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 6 | 1 | 0 | |||||||||
Spain | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 4 | 3 | 3 | |||||||||
United States | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 19 | |||||||||||
Net increase in goodwill | $ | $ 1,130,000 | |||||||||||
United States | Communication services business | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 1 | |||||||||||
Business acquisition, ownership percentage acquired | 100.00% | 100.00% | ||||||||||
United States | Secure information destruction business | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 4 | |||||||||||
United States | Acquisition One | Regulated and compliance solutions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 11 | |||||||||||
United States | Acquisition Two | Regulated and compliance solutions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 2 | |||||||||||
Business acquisition, ownership percentage acquired | 100.00% | 100.00% | ||||||||||
International | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 24 | |||||||||||
Net increase in goodwill | $ | $ 289,100 | |||||||||||
International | Brazil | Regulated and compliance solutions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 2 | |||||||||||
Business acquisition, ownership percentage acquired | 100.00% | 100.00% | ||||||||||
International | Canada | Communication services business | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 1 | |||||||||||
Business acquisition, ownership percentage acquired | 100.00% | 100.00% | ||||||||||
International | Canada | Secure information destruction business | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 1 | |||||||||||
International | Ireland | Regulated and compliance solutions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 1 | |||||||||||
Business acquisition, ownership percentage acquired | 100.00% | 100.00% | ||||||||||
International | Mexico | Regulated and compliance solutions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 2 | |||||||||||
Business acquisition, ownership percentage acquired | 100.00% | 100.00% | ||||||||||
International | Netherlands | Regulated and compliance solutions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 1 | |||||||||||
Business acquisition, ownership percentage acquired | 100.00% | 100.00% | ||||||||||
International | Romania | Regulated and compliance solutions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 3 | |||||||||||
Business acquisition, ownership percentage acquired | 100.00% | 100.00% | ||||||||||
International | Republic of Korea | Regulated and compliance solutions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 6 | |||||||||||
International | Spain | Regulated and compliance solutions | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of acquisitions | 4 |
FAIR VALUE MEASUREMENTS - Fair
FAIR VALUE MEASUREMENTS - Fair Value Measurements (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Assets: | ||
Cash and cash equivalents | $ 55,634 | $ 22,236 |
Short-term investments | 69 | 380 |
Derivative financial instruments | 1,207 | 515 |
Total assets | 56,910 | 23,131 |
Liabilities: | ||
Contingent considerations | 25,390 | 19,941 |
Derivative financial instruments | 0 | 2,408 |
Total liabilities | 25,390 | 22,349 |
Level 1 Inputs | ||
Assets: | ||
Cash and cash equivalents | 55,634 | 22,236 |
Short-term investments | 69 | 380 |
Derivative financial instruments | 0 | 0 |
Total assets | 55,703 | 22,616 |
Liabilities: | ||
Contingent considerations | 0 | 0 |
Derivative financial instruments | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 Inputs | ||
Assets: | ||
Cash and cash equivalents | 0 | 0 |
Short-term investments | 0 | 0 |
Derivative financial instruments | 1,207 | 515 |
Total assets | 1,207 | 515 |
Liabilities: | ||
Contingent considerations | 0 | 0 |
Derivative financial instruments | 0 | 2,408 |
Total liabilities | 0 | 2,408 |
Level 3 Inputs | ||
Assets: | ||
Cash and cash equivalents | 0 | 0 |
Short-term investments | 0 | 0 |
Derivative financial instruments | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ||
Contingent considerations | 25,390 | 19,941 |
Derivative financial instruments | 0 | 0 |
Total liabilities | $ 25,390 | $ 19,941 |
FAIR VALUE MEASUREMENTS - Chan
FAIR VALUE MEASUREMENTS - Changes to Contingent Consideration (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Business Combination, Contingent Consideration, Liability [Roll Forward] | |||||||||||
Contingent consideration at January 1, 2015 | $ 19,941 | $ 19,941 | |||||||||
Increases due to acquisitions | 12,945 | $ 17,174 | $ 4,371 | ||||||||
Decrease due to payments | (1,853) | ||||||||||
Changes due to foreign currency fluctuations | (5,003) | ||||||||||
Changes in fair value reflected in Selling, general, and administrative expenses | $ 0 | $ 0 | $ 35 | $ (675) | $ (5,405) | $ 0 | $ (836) | $ 4,789 | (640) | (1,452) | |
Contingent consideration at December 31, 2015 | $ 25,390 | $ 19,941 | $ 25,390 | $ 19,941 |
FAIR VALUE MEASUREMENTS - Addi
FAIR VALUE MEASUREMENTS - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Derivative asset | $ 1,207 | $ 515 | ||
Cash settlement of treasury lock hedge | $ 8,800 | 8,833 | 0 | $ 0 |
Change in fair value of cash flow hedge, net of tax | 5,300 | (4,119) | (2,069) | 0 |
Change in fair value of cash flow hedge, tax | $ 3,500 | 2,623 | 813 | $ 0 |
Contingent consideration liabilities | 25,390 | 19,941 | ||
Debt obligations, carrying amount | 3,214,048 | 1,659,215 | ||
Maximum | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Maximum contingent liability if financial performance measures were fully met | 44,800 | |||
Level 2 Inputs | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Derivative asset | 1,207 | 515 | ||
Contingent consideration liabilities | 0 | 0 | ||
Debt obligations, fair value | 3,220,000 | 1,670,000 | ||
Level 3 Inputs | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Derivative asset | 0 | 0 | ||
Contingent consideration liabilities | 25,390 | $ 19,941 | ||
Level 3 Inputs | Current Liabilities | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Contingent consideration liabilities | $ 9,100 |
INCOME TAXES - United States an
INCOME TAXES - United States and International Components of Income before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 378,815 | $ 441,029 | $ 407,315 |
Foreign | 32,092 | 46,539 | 70,431 |
Income Before Income Taxes | $ 410,907 | $ 487,568 | $ 477,746 |
INCOME TAXES - Significant Comp
INCOME TAXES - Significant Components of Income Tax Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current | |||
United States - federal | $ 105,941 | $ 118,217 | $ 103,751 |
United States - state and local | 15,544 | 13,023 | 11,683 |
Foreign | 16,512 | 14,930 | 24,486 |
Current income tax expense | 137,997 | 146,170 | 139,920 |
Deferred | |||
United States - federal | 23,762 | 29,730 | 31,808 |
United States - state and local | 2,504 | 948 | 5,510 |
Foreign | (21,369) | (15,339) | (10,246) |
Foreign - changes in statutory rates | 0 | (2,087) | (2,330) |
Deferred income tax expense | 4,897 | 13,252 | 24,742 |
Total provision | $ 142,894 | $ 159,422 | $ 164,662 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Income Tax Provision Computed at Federal Statutory Rate to Effective Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory income tax rate | 35.00% | 35.00% | 35.00% |
State and local taxes, net of federal tax effect | 3.10% | 1.90% | 2.30% |
Foreign tax rates | (0.40%) | (0.50%) | (0.80%) |
Change in deferred tax assets from an increase in tax basis of foreign assets | (2.20%) | (1.80%) | 0.00% |
Other | (0.70%) | (1.90%) | (2.00%) |
Effective tax rate | 34.80% | 32.70% | 34.50% |
INCOME TAXES - Deferred Tax Lia
INCOME TAXES - Deferred Tax Liabilities and Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax liabilities: | ||
Property, plant and equipment | $ (44,914) | $ (41,071) |
Goodwill and intangibles | (719,789) | (453,854) |
Other | (5,747) | 0 |
Total deferred tax liabilities | (770,450) | (494,925) |
Deferred tax assets: | ||
Accrued liabilities | 69,895 | 32,664 |
Stock based compensation | 74,794 | 21,139 |
Other | 0 | 17,922 |
Net operating tax loss carry-forwards | 37,976 | 20,017 |
Less: valuation allowance | (17,585) | (56) |
Total deferred tax assets | 165,080 | 91,686 |
Net deferred tax liabilities | $ (605,370) | $ (403,239) |
INCOME TAXES - Summary of Chang
INCOME TAXES - Summary of Changes in Unrecognized Tax Positions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Dec. 31, 2014 | |
Change in Unrecognized Tax Positions [Roll Forward] | ||
Unrecognized tax positions, beginning of year | $ 14,910 | |
Gross increases—tax positions in prior periods | $ 7,239 | 200 |
Gross decreases—tax positions in prior periods | (793) | (762) |
Gross increases—current period tax positions | 5,976 | 3,081 |
Settlement | (200) | (1,165) |
Lapse of statute of limitations | (2,375) | (1,169) |
Unrecognized tax positions, end of year | $ 24,942 | $ 15,095 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Loss Contingencies [Line Items] | ||||
Gross increases for tax positions in prior periods, recently acquired uncertain tax positions | $ 7,239 | $ 200 | ||
Cash payments for income taxes | $ 125,100 | 128,100 | $ 102,100 | |
Net operating loss carry-forwards | 120,500 | 120,500 | ||
Tax benefit of net operating losses | 37,976 | 37,976 | 20,017 | |
Valuation allowance for net operating losses | 17,585 | 17,585 | 56 | |
Undistributed earnings of foreign subsidiaries | 582,000 | |||
Unrecognized tax positions | 24,942 | 24,942 | 15,095 | $ 14,910 |
Unrecognized tax positions that, if recognized, would affect the effective tax rate | 19,600 | 19,600 | ||
Interest and penalties recognized related to income tax reserves | $ 700 | $ 300 | ||
Indemnification Agreement | ||||
Loss Contingencies [Line Items] | ||||
Gross increases for tax positions in prior periods, recently acquired uncertain tax positions | $ 5,300 |
STOCK BASED COMPENSATION - Expe
STOCK BASED COMPENSATION - Expense Resulting from Stock Option Awards and ESPP (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 21,750 | $ 17,773 | $ 17,457 |
Stock Options | Cost of revenues | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 92 | 52 | 120 |
Stock Options | Selling, general and administrative expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 18,541 | 15,214 | 15,212 |
Restricted Stock Units (RSUs) | Selling, general and administrative expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 1,484 | 1,267 | 1,116 |
ESPP shares | Selling, general and administrative expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 1,633 | $ 1,240 | $ 1,009 |
STOCK BASED COMPENSATION - Tax
STOCK BASED COMPENSATION - Tax Benefits Related to Stock Compensation (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Tax benefit recognized in Statements of Income | $ 5,567 | $ 4,849 | $ 4,518 |
Excess tax benefit realized | $ 16,897 | $ 17,906 | $ 17,153 |
STOCK BASED COMPENSATION - Stoc
STOCK BASED COMPENSATION - Stock Option Activity (Detail) | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Number of Options | |
Outstanding at beginning of year | shares | 5,377,857 |
Granted | shares | 1,056,490 |
Exercised | shares | (906,104) |
Forfeited | shares | (188,927) |
Canceled or expired | shares | (4,513) |
Outstanding at December 31, 2015 | shares | 5,334,803 |
Exercisable at December 31, 2015 | shares | 2,747,266 |
Vested and expected to vest at December 31, 2015 | shares | 5,135,286 |
Weighted Average Exercise Price per Share | |
Outstanding at beginning of year | $ / shares | $ 80.88 |
Granted | $ / shares | 130.56 |
Exercised | $ / shares | 66.93 |
Forfeited | $ / shares | 111.07 |
Canceled or expired | $ / shares | 84.52 |
Outstanding at December 31, 2015 | $ / shares | 92.02 |
Exercisable at December 31, 2015 | $ / shares | 73.22 |
Vested and expected to vest at December 31, 2015 | $ / shares | $ 91 |
STOCK BASED COMPENSATION - Intr
STOCK BASED COMPENSATION - Intrinsic Value of Options Exercised (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Total exercise intrinsic value of options exercised | $ 62,625 | $ 65,884 | $ 55,757 |
STOCK BASED COMPENSATION - Outs
STOCK BASED COMPENSATION - Outstanding and Exercisable Options (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Weighted average remaining contractual life of outstanding options | 5 years 8 months 12 days | 6 years 1 month 6 days | 6 years 7 months 6 days |
Total aggregate intrinsic value of outstanding options | $ 162,400 | $ 269,900 | $ 254,200 |
Weighted average remaining contractual life of exercisable options | 4 years 8 months 12 days | 5 years 1 month 6 days | 5 years 3 months 18 days |
Total aggregate intrinsic value of exercisable options | $ 130,600 | $ 178,300 | $ 161,100 |
STOCK BASED COMPENSATION - Opti
STOCK BASED COMPENSATION - Options Outstanding and Exercisable by Price Range (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 5,334,803 | 5,377,857 | |
Options Outstanding, Outstanding Average Remaining Life | 5 years 8 months 12 days | 6 years 1 month 6 days | 6 years 7 months 6 days |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 92.02 | $ 80.88 | |
Options Exercisable, Shares | 2,747,266 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 73.22 | ||
$29.54 - $51.55 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 912,043 | ||
Options Outstanding, Outstanding Average Remaining Life | 3 years 1 month 24 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 47.61 | ||
Options Exercisable, Shares | 912,043 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 47.61 | ||
Range of Exercise Price, Lower Range Limit | 29.54 | ||
Range of Exercise Price, Upper Range Limit | $ 51.55 | ||
$52.05 - $85.00 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 956,708 | ||
Options Outstanding, Outstanding Average Remaining Life | 4 years 2 months 19 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 72.90 | ||
Options Exercisable, Shares | 817,286 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 70.84 | ||
Range of Exercise Price, Lower Range Limit | 52.05 | ||
Range of Exercise Price, Upper Range Limit | $ 85 | ||
$85.02 - $85.76 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 10,650 | ||
Options Outstanding, Outstanding Average Remaining Life | 6 years 3 months | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 85.40 | ||
Options Exercisable, Shares | 5,750 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 85.37 | ||
Range of Exercise Price, Lower Range Limit | 85.02 | ||
Range of Exercise Price, Upper Range Limit | $ 85.76 | ||
$86.24 - $86.24 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 604,758 | ||
Options Outstanding, Outstanding Average Remaining Life | 6 years 1 month 2 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 86.24 | ||
Options Exercisable, Shares | 302,334 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 86.24 | ||
Range of Exercise Price, Lower Range Limit | 86.24 | ||
Range of Exercise Price, Upper Range Limit | $ 86.24 | ||
$86.83 - $95.03 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 142,097 | ||
Options Outstanding, Outstanding Average Remaining Life | 6 years 7 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 89.83 | ||
Options Exercisable, Shares | 110,895 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 89.11 | ||
Range of Exercise Price, Lower Range Limit | 86.83 | ||
Range of Exercise Price, Upper Range Limit | $ 95.03 | ||
$95.87 - $95.87 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 781,470 | ||
Options Outstanding, Outstanding Average Remaining Life | 7 years 1 month 13 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 95.87 | ||
Options Exercisable, Shares | 299,599 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 95.87 | ||
Range of Exercise Price, Lower Range Limit | 95.87 | ||
Range of Exercise Price, Upper Range Limit | $ 95.87 | ||
$95.92 - $115.51 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 162,252 | ||
Options Outstanding, Outstanding Average Remaining Life | 7 years 3 months | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 110.41 | ||
Options Exercisable, Shares | 102,739 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 109.94 | ||
Range of Exercise Price, Lower Range Limit | 95.92 | ||
Range of Exercise Price, Upper Range Limit | $ 115.51 | ||
$115.69 - $115.69 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 732,411 | ||
Options Outstanding, Outstanding Average Remaining Life | 6 years 1 month 21 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 115.69 | ||
Options Exercisable, Shares | 147,361 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 115.69 | ||
Range of Exercise Price, Lower Range Limit | 115.69 | ||
Range of Exercise Price, Upper Range Limit | $ 115.69 | ||
$115.82 - $130.11 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 128,583 | ||
Options Outstanding, Outstanding Average Remaining Life | 7 years 8 months 5 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 122.59 | ||
Options Exercisable, Shares | 15,954 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 117.80 | ||
Range of Exercise Price, Lower Range Limit | 115.82 | ||
Range of Exercise Price, Upper Range Limit | $ 130.11 | ||
$130.19 - $141.56 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 903,831 | ||
Options Outstanding, Outstanding Average Remaining Life | 7 years 3 months 29 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 131.20 | ||
Options Exercisable, Shares | 33,305 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 133.49 | ||
Range of Exercise Price, Lower Range Limit | 130.19 | ||
Range of Exercise Price, Upper Range Limit | $ 141.56 | ||
$29.54 - $141.56 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding, Shares | 5,334,803 | ||
Options Outstanding, Outstanding Average Remaining Life | 5 years 8 months 12 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 92.02 | ||
Options Exercisable, Shares | 2,747,266 | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 73.22 | ||
Range of Exercise Price, Lower Range Limit | 29.54 | ||
Range of Exercise Price, Upper Range Limit | $ 141.56 |
STOCK BASED COMPENSATION - Assu
STOCK BASED COMPENSATION - Assumptions used in Black-Scholes Model (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Stock options granted (shares) | 1,056,490 | 981,583 | 1,057,630 |
Weighted average fair value at grant date | $ 22.90 | $ 21.31 | $ 22.02 |
Expected term | 4 years 9 months 15 days | 4 years 9 months 4 days | 5 years 9 months 22 days |
Expected volatility | 16.71% | 17.23% | 27.03% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Risk free interest rate | 1.47% | 1.53% | 1.00% |
STOCK BASED COMPENSATION - Rest
STOCK BASED COMPENSATION - Restricted Stock Units Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Total aggregate intrinsic value of outstanding units | $ 8,441 | $ 8,337 | $ 8,185 |
Per share fair value of units granted (in dollars per share) | $ 114.27 | $ 115.67 | $ 96.40 |
Number of Units | |||
Non-vested at beginning of year | 63,600 | ||
Granted | 12,124 | ||
Forfeited | (4,273) | ||
Non-vested at December 31, 2015 | 71,451 | 63,600 | |
Weighted Average Grant Date Fair Value Per Share | |||
Non-vested at beginning of year | $ 96.04 | ||
Granted | 114.27 | $ 115.67 | $ 96.40 |
Forfeited | 101.20 | ||
Non-vested at December 31, 2015 | $ 101.29 | $ 96.04 |
STOCK BASED COMPENSATION - Addi
STOCK BASED COMPENSATION - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares | Dec. 31, 2013USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares reserved for future issuance | 8,637,762 | ||
Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized | 900,000 | ||
Percentage of discount to market price | 85.00% | ||
Term of offering period | 6 months | ||
Maximum payroll deductions during the offering period, per employee | $ | $ 5,000 | ||
Shares available for issuance (in shares) | 191,464 | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expenses related to non-vested option awards | $ | $ 46,300,000 | ||
Weighted average period of recognition for unrecognized compensation expenses | 2 years 10 months 10 days | ||
Stock Options | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum term of an option granted under any plan | 8 years | ||
Stock Options | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum term of an option granted under any plan | 10 years | ||
Stock Options | Director | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 1 year | ||
Stock Options | Officers And Employees | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 5 years | ||
ESPP shares | Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock issued during period (in shares) | 68,039 | 60,189 | 52,956 |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average period of recognition for unrecognized compensation expenses | 2 years 2 months 12 days | ||
Ratio of share reserve related to RSUs granted | 2 | ||
Unrecognized compensation expenses related to RSUs | $ | $ 3,800,000 | ||
Fair value of units vested (in shares) | $ | $ 2,000,000 | $ 1,200,000 | |
Restricted Stock Units (RSUs) | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Restricted Stock Units (RSUs) | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 5 years |
PREFERRED STOCK (Detail)
PREFERRED STOCK (Detail) - USD ($) $ / shares in Units, $ in Thousands | Sep. 15, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Class of Stock [Line Items] | ||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | ||
Preferred stock, shares issued | 770,000 | |||
Net proceeds from stock issuance | $ 746,900 | $ 0 | $ 0 | |
Depositary shares liquidation preference (in dollars per share) | $ 100 | |||
Series A Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | ||
Preferred stock, shares issued | 770,000 | |||
Preferred stock, shares outstanding | 770,000 | |||
Depositary shares issued | 7,700,000 | |||
Preferred stock, dividend rate | 5.25% | |||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
Share price (in dollars per share) | $ 100 | |||
Gross proceeds from stock issuance | $ 770,000 | |||
Net proceeds from stock issuance | $ 746,900 | |||
Preferred stock liquidation preference (in dollars per share) | $ 1,000 | |||
Minimum | Series A Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Shares issued upon conversion (in shares) | 5.8716 | |||
Maximum | Series A Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Shares issued upon conversion (in shares) | 7.3394 |
EARNINGS PER COMMON SHARE - Com
EARNINGS PER COMMON SHARE - Computation of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Numerator: | |||||||||||
Net income attributable to Stericycle, Inc. | $ 78,876 | $ 52,263 | $ 60,449 | $ 75,458 | $ 82,526 | $ 82,845 | $ 81,936 | $ 79,149 | $ 267,046 | $ 326,456 | $ 311,372 |
Less: mandatory convertible preferred stock dividend | 10,106 | 0 | 0 | 0 | 10,106 | 0 | 0 | ||||
Net Income Attributable to Stericycle, Inc. Common Shareholders | $ 68,770 | $ 52,263 | $ 60,449 | $ 75,458 | $ 256,940 | $ 326,456 | $ 311,372 | ||||
Denominator: | |||||||||||
Denominator for basic earnings per share-weighted average shares | 84,944,841 | 84,932,792 | 85,902,550 | ||||||||
Effect of diluted securities: | |||||||||||
Employee stock options | 1,217,768 | 1,300,820 | 1,489,438 | ||||||||
Mandatory convertible preferred stock | 0 | 0 | 0 | ||||||||
Denominator for diluted earnings per share-adjusted weighted average shares and after assumed exercises | 86,162,609 | 86,233,612 | 87,391,988 | ||||||||
Earnings per share – Basic (in dollars per share) | $ 0.81 | $ 0.62 | $ 0.71 | $ 0.89 | $ 0.97 | $ 0.98 | $ 0.97 | $ 0.93 | $ 3.02 | $ 3.84 | $ 3.62 |
Earnings per share – Diluted (in dollars per share) | $ 0.80 | $ 0.60 | $ 0.70 | $ 0.87 | $ 0.96 | $ 0.96 | $ 0.95 | $ 0.91 | $ 2.98 | $ 3.79 | $ 3.56 |
EARNINGS PER COMMON SHARE - Ad
EARNINGS PER COMMON SHARE - Additional Information (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Series A Preferred Stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares excluded from computation of diluted earnings per share | 1,648,318 | ||
Stock Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares excluded from computation of diluted earnings per share | 818,093 | 830,755 | 846,808 |
Shares excluded from computation of diluted earnings per share, exercise price, lower range limit (in dollars per share) | $ 117.09 | $ 105.12 | $ 94.76 |
Shares excluded from computation of diluted earnings per share, exercise price, upper range limit (in dollars per share) | $ 141.56 | $ 132.95 | $ 119.19 |
ACCUMULATED OTHER COMPREHENSI74
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - Components of Total Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accumulated Other Comprehensive Income [Line Items] | |||
Accumulated other comprehensive income (loss) loss, beginning balance | $ (138,419) | $ (56,468) | $ (39,064) |
Period change | (144,212) | (81,951) | (17,404) |
Accumulated other comprehensive income (loss), ending balance | (282,631) | (138,419) | (56,468) |
Currency Translation Adjustments | |||
Accumulated Other Comprehensive Income [Line Items] | |||
Accumulated other comprehensive income (loss) loss, beginning balance | (135,231) | (55,010) | (37,292) |
Period change | (140,809) | (80,221) | (17,718) |
Accumulated other comprehensive income (loss), ending balance | (276,040) | (135,231) | (55,010) |
Unrealized Gains (Losses) on Cash Flow Hedges | |||
Accumulated Other Comprehensive Income [Line Items] | |||
Accumulated other comprehensive income (loss) loss, beginning balance | (3,188) | (1,458) | (1,772) |
Period change | (3,403) | (1,730) | 314 |
Accumulated other comprehensive income (loss), ending balance | $ (6,591) | $ (3,188) | $ (1,458) |
ACCUMULATED OTHER COMPREHENSI75
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Equity [Abstract] | |||
Tax impact of unrealized loss on cash flow hedges in accumulated other comprehensive income | $ 2.2 | $ 0.6 | $ 0.2 |
PROPERTY, PLANT AND EQUIPMENT76
PROPERTY, PLANT AND EQUIPMENT (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | |||
Total property, plant & equipment | $ 1,091,621 | $ 824,532 | |
Less: accumulated depreciation | (426,019) | (364,124) | |
Property, plant and equipment, net | 665,602 | 460,408 | $ 358,967 |
Land and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant & equipment | 65,621 | 63,600 | |
Building and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant & equipment | 166,874 | 142,680 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant & equipment | 314,252 | 250,684 | |
Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant & equipment | 136,379 | 56,650 | |
Containers | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant & equipment | 190,454 | 155,238 | |
Office equipment and furniture | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant & equipment | 117,632 | 80,158 | |
Software | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant & equipment | 46,979 | 40,291 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant & equipment | $ 53,430 | $ 35,231 |
GOODWILL AND OTHER INTANGIBLE77
GOODWILL AND OTHER INTANGIBLE ASSETS - Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | ||
Beginning Balance | $ 2,418,832 | $ 2,231,582 |
Goodwill acquired during year | 1,450,950 | 258,017 |
Purchase accounting allocation adjustments | (28,277) | (22,420) |
Goodwill other changes | (440) | |
Changes due to foreign currency fluctuations | (82,888) | (48,347) |
Ending Balance | 3,758,177 | 2,418,832 |
United States | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 1,838,739 | 1,673,810 |
Goodwill acquired during year | 1,177,431 | 169,754 |
Purchase accounting allocation adjustments | (43,895) | (4,825) |
Goodwill other changes | 0 | |
Changes due to foreign currency fluctuations | 0 | 0 |
Ending Balance | 2,972,275 | 1,838,739 |
International | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 580,093 | 557,772 |
Goodwill acquired during year | 273,519 | 88,263 |
Purchase accounting allocation adjustments | 15,618 | (17,595) |
Goodwill other changes | (440) | |
Changes due to foreign currency fluctuations | (82,888) | (48,347) |
Ending Balance | $ 785,902 | $ 580,093 |
GOODWILL AND OTHER INTANGIBLE78
GOODWILL AND OTHER INTANGIBLE ASSETS - Values of Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Intangible Assets by Major Class [Line Items] | |||
Gross Carrying Amount | $ 1,993,586 | $ 1,024,567 | |
Accumulated Amortization | 151,025 | 114,922 | |
Net Value | 1,842,561 | 909,645 | $ 720,035 |
Amortizable intangibles | Customer relationships | |||
Intangible Assets by Major Class [Line Items] | |||
Gross Carrying Amount | 1,304,388 | 755,148 | |
Accumulated Amortization | 144,020 | 107,365 | |
Net Value | 1,160,368 | 647,783 | |
Amortizable intangibles | Covenants not-to-compete | |||
Intangible Assets by Major Class [Line Items] | |||
Gross Carrying Amount | 6,878 | 8,474 | |
Accumulated Amortization | 5,141 | 5,688 | |
Net Value | 1,737 | 2,786 | |
Amortizable intangibles | Tradenames | |||
Intangible Assets by Major Class [Line Items] | |||
Gross Carrying Amount | 3,819 | 6,062 | |
Accumulated Amortization | 948 | 1,313 | |
Net Value | 2,871 | 4,749 | |
Amortizable intangibles | Other intangibles | |||
Intangible Assets by Major Class [Line Items] | |||
Gross Carrying Amount | 18,902 | 1,150 | |
Accumulated Amortization | 916 | 556 | |
Net Value | 17,986 | 594 | |
Indefinite lived intangibles | Operating permits | |||
Intangible Assets by Major Class [Line Items] | |||
Gross Carrying Amount | 233,101 | 247,933 | |
Net Value | 233,101 | 247,933 | |
Indefinite lived intangibles | Tradenames | |||
Intangible Assets by Major Class [Line Items] | |||
Gross Carrying Amount | 426,498 | 5,800 | |
Net Value | $ 426,498 | $ 5,800 |
GOODWILL AND OTHER INTANGIBLE79
GOODWILL AND OTHER INTANGIBLE ASSETS - Changes in Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Finite-lived and Indefinite-lived Intangible Assets [Roll Forward] | |||
Beginning balance | $ 909,645 | $ 720,035 | |
Intangible assets acquired during the year | 1,052,016 | 277,041 | |
Impairments during the year | (4,177) | (9,863) | |
Amortization during the year | (45,498) | (32,692) | $ (27,067) |
Changes due to foreign currency fluctuations | (69,425) | (44,876) | |
Ending balance | $ 1,842,561 | $ 909,645 | $ 720,035 |
GOODWILL AND OTHER INTANGIBLE80
GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Amortization Expense (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,016 | $ 72,174 |
2,017 | 71,507 |
2,018 | 71,459 |
2,019 | 71,302 |
2,020 | $ 71,012 |
GOODWILL AND OTHER INTANGIBLE81
GOODWILL AND OTHER INTANGIBLE ASSETS - Additional Information (Detail) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015USD ($)Segment | Dec. 31, 2015USD ($)Segment | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Intangible Assets by Major Class [Line Items] | ||||
Number of geographical reportable segments | Segment | 2 | |||
Number of reporting units | Segment | 3 | |||
Goodwill | $ 3,758,177 | $ 2,418,832 | $ 2,231,582 | |
Assets impairment charges | 4,200 | 9,900 | ||
Aggregate amortization expense | 45,498 | 32,692 | 27,067 | |
Customer relationships | ||||
Intangible Assets by Major Class [Line Items] | ||||
Assets impairment charges | $ 200 | |||
Finite-lived intangible assets, weighted average remaining useful life in years | 19 years 2 months 12 days | |||
Customer relationships | Minimum | ||||
Intangible Assets by Major Class [Line Items] | ||||
Finite-lived intangible assets, useful life | 10 years | |||
Customer relationships | Maximum | ||||
Intangible Assets by Major Class [Line Items] | ||||
Finite-lived intangible assets, useful life | 40 years | |||
Covenants not-to-compete | ||||
Intangible Assets by Major Class [Line Items] | ||||
Finite-lived intangible assets, weighted average remaining useful life in years | 3 years 8 months 12 days | |||
Covenants not-to-compete | Minimum | ||||
Intangible Assets by Major Class [Line Items] | ||||
Finite-lived intangible assets, useful life | 5 years | |||
Covenants not-to-compete | Maximum | ||||
Intangible Assets by Major Class [Line Items] | ||||
Finite-lived intangible assets, useful life | 14 years | |||
Tradenames | ||||
Intangible Assets by Major Class [Line Items] | ||||
Assets impairment charges | $ 1,300 | |||
Finite-lived intangible assets, weighted average remaining useful life in years | 17 years 2 months 12 days | |||
Tradenames | Minimum | ||||
Intangible Assets by Major Class [Line Items] | ||||
Finite-lived intangible assets, useful life | 15 years | |||
Tradenames | Maximum | ||||
Intangible Assets by Major Class [Line Items] | ||||
Finite-lived intangible assets, useful life | 40 years | |||
Other intangibles | ||||
Intangible Assets by Major Class [Line Items] | ||||
Finite-lived intangible assets, weighted average remaining useful life in years | 19 years 1 month 6 days | |||
Domestic Regulated and Compliance Services | Income Approach Goodwill Impairment Test | ||||
Intangible Assets by Major Class [Line Items] | ||||
Percentage of fair value in excess of carrying amount | 100.00% | |||
Domestic Regulated Recall and Returns Management Services | Income Approach Goodwill Impairment Test | ||||
Intangible Assets by Major Class [Line Items] | ||||
Percentage of fair value in excess of carrying amount | 100.00% | |||
International Regulated and Compliance Services | ||||
Intangible Assets by Major Class [Line Items] | ||||
Goodwill | $ 589,300 | |||
International Regulated and Compliance Services | Income Approach Goodwill Impairment Test | ||||
Intangible Assets by Major Class [Line Items] | ||||
Percentage of fair value in excess of carrying amount | 88.00% | |||
Operating permits | ||||
Intangible Assets by Major Class [Line Items] | ||||
Assets impairment charges | $ 2,700 | |||
International | ||||
Intangible Assets by Major Class [Line Items] | ||||
Goodwill | 785,902 | $ 580,093 | $ 557,772 | |
International | Puerto Rico | Goodwill | ||||
Intangible Assets by Major Class [Line Items] | ||||
Reclassification of goodwill | $ 4,300 |
ACCRUED LIABILITIES (Detail)
ACCRUED LIABILITIES (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued compensation | $ 62,721 | $ 37,932 |
Accrued insurance | 43,390 | 40,387 |
Accrued taxes | 27,363 | 17,847 |
Accrued interest | 13,829 | 9,096 |
Accrued professional services liabilities | 6,948 | 3,703 |
Accrued liabilities - other | 43,078 | 22,778 |
Total accrued liabilities | $ 197,329 | $ 131,743 |
ENVIRONMENTAL REMEDIATION LIA83
ENVIRONMENTAL REMEDIATION LIABILITIES (Details) $ in Millions | Dec. 31, 2015USD ($) |
Environmental Remediation Obligations [Abstract] | |
Environmental remediation liabilities | $ 30.8 |
Environmental remediation liabilities, classified as accrued liabilities | 2.1 |
Environmental remediation liabilities, classified as other liabilities | $ 28.7 |
DEBT - Schedule of Long-Term De
DEBT - Schedule of Long-Term Debt (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||
Debt obligations, carrying amount | $ 3,214,048,000 | $ 1,659,215,000 |
Less: current portion of total debt | 161,409,000 | 131,969,000 |
Long-term portion of total debt | 3,052,639,000 | 1,527,246,000 |
Obligations under capital leases | ||
Debt Instrument [Line Items] | ||
Debt obligations, carrying amount | 15,024,000 | 9,185,000 |
$1.20 billion senior credit facility weighted average rate 1.54%, due in 2019 | ||
Debt Instrument [Line Items] | ||
Debt obligations, carrying amount | 353,763,000 | 459,975,000 |
Maximum borrowing capacity of line of credit facility | $ 1,200,000,000 | |
Stated interest rate | 1.54% | |
$1.25 billion term loan weighted average rate 1.71%, due in 2020 | ||
Debt Instrument [Line Items] | ||
Debt obligations, carrying amount | $ 1,250,000,000 | 0 |
Maximum borrowing capacity of line of credit facility | $ 1,250,000,000 | |
Stated interest rate | 1.71% | |
$100 million private placement notes 5.64%, due in 2015 | ||
Debt Instrument [Line Items] | ||
Debt obligations, carrying amount | $ 0 | 100,000,000 |
$175 million private placement notes 3.89%, due in 2017 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | 175,000,000 | |
Debt obligations, carrying amount | $ 175,000,000 | 175,000,000 |
Stated interest rate | 3.89% | |
$125 million private placement notes 2.68%, due in 2019 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | $ 125,000,000 | |
Debt obligations, carrying amount | $ 125,000,000 | 125,000,000 |
Stated interest rate | 2.68% | |
$225 million private placement notes 4.47%, due in 2020 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | $ 225,000,000 | |
Debt obligations, carrying amount | $ 225,000,000 | 225,000,000 |
Stated interest rate | 4.47% | |
$150 million private placement notes 2.89%, due in 2021 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | $ 150,000,000 | |
Debt obligations, carrying amount | $ 150,000,000 | 0 |
Stated interest rate | 2.89% | |
$125 million private placement notes 3.26%, due in 2022 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | $ 125,000,000 | |
Debt obligations, carrying amount | $ 125,000,000 | 125,000,000 |
Stated interest rate | 3.26% | |
$200 million private placement notes 2.72%, due in 2022 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | $ 200,000,000 | |
Debt obligations, carrying amount | $ 200,000,000 | 0 |
Stated interest rate | 2.72% | |
$100 million private placement notes 2.79%, due in 2023 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | $ 100,000,000 | |
Debt obligations, carrying amount | $ 100,000,000 | 0 |
Stated interest rate | 2.79% | |
$150 million private placement notes 3.18%, due in 2023 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | $ 150,000,000 | |
Debt obligations, carrying amount | $ 150,000,000 | 0 |
Stated interest rate | 3.18% | |
Promissory notes and deferred consideration weighted average rate of 2.54% and weighted average maturity of 3.4 years | ||
Debt Instrument [Line Items] | ||
Debt obligations, carrying amount | $ 239,731,000 | 279,590,000 |
Weighted average interest rate | 2.54% | |
Weighted average maturity | 3 years 4 months 24 days | |
Foreign bank debt weighted average rate 8.98% and weighted average maturity of 2.1 years | ||
Debt Instrument [Line Items] | ||
Debt obligations, carrying amount | $ 105,530,000 | $ 160,465,000 |
Weighted average interest rate | 8.98% | |
Weighted average maturity | 2 years 1 month 6 days |
DEBT - Payments Due on Long-Ter
DEBT - Payments Due on Long-Term Debt, Excluding Capital Lease Obligations (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Debt Disclosure [Abstract] | |
2,016 | $ 157,227 |
2,017 | 345,342 |
2,018 | 215,549 |
2,019 | 862,803 |
2,020 | 875,159 |
Thereafter | 742,944 |
Long-term debt | $ 3,199,024 |
DEBT - Property under Capital L
DEBT - Property under Capital Leases Included with Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Capital Leased Assets [Line Items] | ||
Less: accumulated depreciation | $ (7,148) | $ (5,375) |
Capital Leases, Balance Sheet,Property under capital leases, net Assets by Major Class, Net | 15,843 | 10,033 |
Land | ||
Capital Leased Assets [Line Items] | ||
Property under capital leases, gross | 157 | 174 |
Building | ||
Capital Leased Assets [Line Items] | ||
Property under capital leases, gross | 804 | 896 |
Machinery and equipment | ||
Capital Leased Assets [Line Items] | ||
Property under capital leases, gross | 6,105 | 1,230 |
Vehicles | ||
Capital Leased Assets [Line Items] | ||
Property under capital leases, gross | $ 15,925 | $ 13,108 |
DEBT - Minimum Future Lease Pay
DEBT - Minimum Future Lease Payments under Capital Leases (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Debt Disclosure [Abstract] | |
2,016 | $ 4,622 |
2,017 | 5,364 |
2,018 | 2,041 |
2,019 | 2,226 |
2,020 | 1,557 |
Thereafter | 419 |
Total minimum lease payments | 16,229 |
Less: amounts representing interest | (1,205) |
Present value of net minimum lease payments | 15,024 |
Less: current portion included in other current liabilities | (4,182) |
Long-term obligations under capital leases | $ 10,842 |
DEBT - Additional Information (
DEBT - Additional Information (Detail) - USD ($) | Oct. 01, 2015 | Aug. 21, 2015 | Apr. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ||||||
Interest paid | $ 68,000,000 | $ 57,800,000 | $ 51,000,000 | |||
$1.20 billion senior credit facility weighted average rate 1.54%, due in 2019 | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity of line of credit facility | 1,200,000,000 | |||||
Revolving credit facility, amount committed to outstanding letters of credit | 160,400,000 | 162,900,000 | ||||
Revolving credit facility, unused portion | 685,800,000 | $ 577,100,000 | ||||
$1.25 billion term loan weighted average rate 1.71%, due in 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity of line of credit facility | $ 1,500,000,000 | 1,250,000,000 | ||||
$175 million private placement notes 3.89%, due in 2017 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, face amount | 175,000,000 | |||||
$125 million private placement notes 2.68%, due in 2019 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, face amount | 125,000,000 | |||||
$225 million private placement notes 4.47%, due in 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, face amount | 225,000,000 | |||||
$150 million private placement notes 2.89%, due in 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, face amount | $ 150,000,000 | 150,000,000 | ||||
Debt instrument term | 6 years | |||||
Stated interest rate | 2.89% | |||||
$125 million private placement notes 3.26%, due in 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, face amount | 125,000,000 | |||||
$200 million private placement notes 2.72%, due in 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, face amount | $ 200,000,000 | 200,000,000 | ||||
Debt instrument term | 7 years | |||||
Stated interest rate | 2.72% | |||||
$100 million private placement notes 2.79%, due in 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, face amount | $ 100,000,000 | 100,000,000 | ||||
Debt instrument term | 8 years | |||||
Stated interest rate | 2.79% | |||||
$150 million private placement notes 3.18%, due in 2023 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, face amount | $ 150,000,000 | $ 150,000,000 | ||||
Debt instrument term | 8 years | |||||
Stated interest rate | 3.18% | |||||
Eurodollar [Member] | $1.25 billion term loan weighted average rate 1.71%, due in 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable interest rate | 1.00% |
LEASE COMMITMENTS - Minimum Fut
LEASE COMMITMENTS - Minimum Future Rental Payments under Non-Cancelable Operating Leases (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Leases [Abstract] | |
2,016 | $ 104,958 |
2,017 | 89,284 |
2,018 | 71,264 |
2,019 | 52,923 |
2,020 | 34,078 |
Thereafter | 47,168 |
Minimum future rental payments under operating leases | $ 399,675 |
LEASE COMMITMENTS - Additional
LEASE COMMITMENTS - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Operating Leased Assets [Line Items] | |||
Rent expense | $ 139 | $ 111.5 | $ 92.4 |
Maximum | |||
Operating Leased Assets [Line Items] | |||
Operating lease agreements, expiration (various dates over the next 20 years) | 20 years |
PRODUCTS AND SERVICES AND GEO91
PRODUCTS AND SERVICES AND GEOGRAPHIC INFORMATION Summary Information of Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 888,304 | $ 718,596 | $ 715,689 | $ 663,319 | $ 676,947 | $ 667,877 | $ 640,822 | $ 569,955 | $ 2,985,908 | $ 2,555,601 | $ 2,142,807 |
Income before income taxes | 410,907 | 487,568 | 477,746 | ||||||||
Assets | 7,077,450 | 4,373,302 | 7,077,450 | 4,373,302 | 3,887,973 | ||||||
Property, Plant and Equipment, net | 665,602 | 460,408 | 665,602 | 460,408 | 358,967 | ||||||
United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 2,165,030 | 1,788,390 | 1,498,347 | ||||||||
Income before income taxes | 382,692 | 436,958 | 405,403 | ||||||||
Assets | 5,173,779 | 2,916,296 | 5,173,779 | 2,916,296 | 2,557,224 | ||||||
Property, Plant and Equipment, net | 434,202 | 284,788 | 434,202 | 284,788 | 212,518 | ||||||
International | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 820,878 | 767,211 | 644,460 | ||||||||
Income before income taxes | 28,215 | 50,610 | 72,343 | ||||||||
Assets | 1,903,671 | 1,457,006 | 1,903,671 | 1,457,006 | 1,330,749 | ||||||
Property, Plant and Equipment, net | 231,400 | 175,620 | 231,400 | 175,620 | 146,449 | ||||||
International | Europe | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 441,231 | 407,082 | 341,387 | ||||||||
Property, Plant and Equipment, net | 95,771 | 70,621 | 95,771 | 70,621 | 74,915 | ||||||
International | Other International Countries | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 379,647 | 360,129 | 303,073 | ||||||||
Property, Plant and Equipment, net | $ 135,629 | $ 104,999 | $ 135,629 | $ 104,999 | $ 71,534 |
PRODUCTS AND SERVICES AND GEO92
PRODUCTS AND SERVICES AND GEOGRAPHIC INFORMATION Detailed Information for Reporting Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 888,304 | $ 718,596 | $ 715,689 | $ 663,319 | $ 676,947 | $ 667,877 | $ 640,822 | $ 569,955 | $ 2,985,908 | $ 2,555,601 | $ 2,142,807 |
Income before income taxes | 410,907 | 487,568 | 477,746 | ||||||||
Income taxes | 142,894 | 159,422 | 164,662 | ||||||||
Net Income | 268,013 | 328,146 | 313,084 | ||||||||
Less: net income attributable to noncontrolling interests | 967 | 1,690 | 1,712 | ||||||||
Net Income Attributable to Stericycle, Inc. | $ 78,876 | $ 52,263 | $ 60,449 | $ 75,458 | $ 82,526 | $ 82,845 | $ 81,936 | $ 79,149 | 267,046 | 326,456 | 311,372 |
United States | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 2,165,030 | 1,788,390 | 1,498,347 | ||||||||
Net interest expense | 51,680 | 44,850 | 43,012 | ||||||||
Income before income taxes | 382,692 | 436,958 | 405,403 | ||||||||
Income taxes | 145,815 | 161,497 | 152,753 | ||||||||
Net Income Attributable to Stericycle, Inc. | 236,877 | 275,461 | 252,650 | ||||||||
Depreciation and amortization | 78,587 | 59,389 | 49,725 | ||||||||
Capital expenditures | 53,495 | 56,507 | 42,760 | ||||||||
United States | Regulated and compliance solutions | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 2,062,204 | 1,707,031 | 1,400,572 | ||||||||
United States | Recall and returns solutions | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 102,826 | 81,359 | 97,775 | ||||||||
International | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 820,878 | 767,211 | 644,460 | ||||||||
Net interest expense | 25,594 | 21,172 | 11,937 | ||||||||
Income before income taxes | 28,215 | 50,610 | 72,343 | ||||||||
Income taxes | (2,921) | (2,075) | 11,909 | ||||||||
Net Income | 31,136 | 52,685 | 60,434 | ||||||||
Less: net income attributable to noncontrolling interests | 967 | 1,690 | 1,712 | ||||||||
Net Income Attributable to Stericycle, Inc. | 30,169 | 50,995 | 58,722 | ||||||||
Depreciation and amortization | 48,825 | 45,227 | 38,683 | ||||||||
Capital expenditures | 61,266 | 29,989 | 30,349 | ||||||||
International | Regulated and compliance solutions | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 820,878 | $ 767,211 | $ 644,460 |
PRODUCTS AND SERVICES AND GEO93
PRODUCTS AND SERVICES AND GEOGRAPHIC INFORMATION Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2015Segment | |
Segment Reporting Information [Line Items] | |
Number of operating segments | 2 |
Number of geographical reportable segments | 2 |
RESTRUCTURING CHARGES - Restruc
RESTRUCTURING CHARGES - Restructuring Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Intangible assets impairment | $ 1,781 | $ 0 | $ 0 | $ 0 | $ 1,781 | |
Total pre-tax restructuring expenses | 4,177 | $ 9,863 | ||||
Selling, general and administrative expenses | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Employee severance and related costs | 8,559 | |||||
Other costs | 4,457 | |||||
Fixed assets impairment | 3,203 | |||||
Intangible assets impairment | 2,414 | |||||
Other | 445 | |||||
Total pre-tax restructuring expenses | 19,078 | |||||
United States | Selling, general and administrative expenses | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Employee severance and related costs | 4,284 | |||||
Other costs | 2,963 | |||||
Fixed assets impairment | 3,133 | |||||
Intangible assets impairment | 2,167 | |||||
Other | 0 | |||||
Total pre-tax restructuring expenses | 12,547 | |||||
International | Selling, general and administrative expenses | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Employee severance and related costs | 4,275 | |||||
Other costs | 1,494 | |||||
Fixed assets impairment | 70 | |||||
Intangible assets impairment | 247 | |||||
Other | 445 | |||||
Total pre-tax restructuring expenses | $ 6,531 |
RESTRUCTURING CHARGES - Restr95
RESTRUCTURING CHARGES - Restructuring Reserve (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Restructuring Reserve [Roll Forward] | |
Charges to income | $ 13,016 |
Payments | (10,360) |
Other | 14 |
Accrued liabilities | |
Restructuring Reserve [Roll Forward] | |
Liability balance | 0 |
Liability balance | 2,670 |
Employee severance and related costs | |
Restructuring Reserve [Roll Forward] | |
Charges to income | 8,559 |
Payments | (7,469) |
Other | 14 |
Employee severance and related costs | Accrued liabilities | |
Restructuring Reserve [Roll Forward] | |
Liability balance | 0 |
Liability balance | 1,104 |
Other costs | |
Restructuring Reserve [Roll Forward] | |
Charges to income | 4,457 |
Payments | (2,891) |
Other | 0 |
Other costs | Accrued liabilities | |
Restructuring Reserve [Roll Forward] | |
Liability balance | 0 |
Liability balance | $ 1,566 |
RESTRUCTURING CHARGES - Additio
RESTRUCTURING CHARGES - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||
Pre-tax restructuring charges | $ 4,177 | $ 9,863 |
Selling, general and administrative expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Pre-tax restructuring charges | $ 19,078 |
EMPLOYEE BENEFIT PLAN (Detail)
EMPLOYEE BENEFIT PLAN (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Foreign Defined Contribution Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employer contributions to 401(k) plan | $ 2,100,000 | $ 1,900,000 | $ 900,000 |
Defined Contribution Plan One [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Percentage of contribution to 401(k) defined contribution retirement savings plan by employer | 50.00% | ||
Percentage of contribution to 401(k) defined contribution retirement savings plan by each employee | 5.00% | ||
Employer 401(k) maximum annual matching contribution to each employee | $ 1,750 | ||
Defined Contribution Plan One [Member] | Domestic Defined Contribution Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employer contributions to 401(k) plan | $ 4,800,000 | $ 3,600,000 | $ 3,000,000 |
Defined Contribution Plan Two [Member] | Employer Match One [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Percentage of contribution to 401(k) defined contribution retirement savings plan by employer | 100.00% | ||
Percentage of contribution to 401(k) defined contribution retirement savings plan by each employee | 3.00% | ||
Defined Contribution Plan Two [Member] | Employer Match Two [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Percentage of contribution to 401(k) defined contribution retirement savings plan by employer | 50.00% | ||
Percentage of contribution to 401(k) defined contribution retirement savings plan by each employee | 2.00% | ||
Defined Contribution Plan Two [Member] | Domestic Defined Contribution Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employer contributions to 401(k) plan | $ 900,000 |
LEGAL PROCEEDINGS (Details)
LEGAL PROCEEDINGS (Details) - USD ($) $ in Thousands | Oct. 08, 2015 | May. 21, 2015 | Aug. 31, 2015 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Loss Contingencies [Line Items] | |||||||||||||
Litigation expenses | $ (645) | $ (12,056) | $ (44,827) | $ (2,123) | $ (3,331) | $ (1,342) | $ (396) | $ (1,505) | $ (59,651) | $ (6,574) | |||
Settled Litigation | Qui Tam Action, Government Entities | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss Contingency Accrual, Payments | $ 26,750 | ||||||||||||
Settled Litigation | Qui Tam Action, Relator | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss Contingency Accrual, Payments | $ 1,750 | ||||||||||||
Settled Litigation | Junk Fax Lawsuit | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Loss Contingency Accrual, Payments | $ 15,200 | $ 13,000 | |||||||||||
Litigation Settlement, Amount | $ 45,000 | ||||||||||||
Period During Which Pay Class Members May Submit Valid Claim Form | 90 days | ||||||||||||
Selling, general and administrative expenses | Settled Litigation | Qui Tam Action | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Litigation expenses | (28,500) | ||||||||||||
Selling, general and administrative expenses | Settled Litigation | Junk Fax Lawsuit | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Litigation expenses | $ (28,200) |
SELECTED QUARTERLY FINANCIAL 99
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $ 888,304 | $ 718,596 | $ 715,689 | $ 663,319 | $ 676,947 | $ 667,877 | $ 640,822 | $ 569,955 | $ 2,985,908 | $ 2,555,601 | $ 2,142,807 |
Gross profit | 380,355 | 299,675 | 304,824 | 281,331 | 284,969 | 278,669 | 275,304 | 255,469 | 1,266,185 | 1,094,411 | |
Acquisition expenses | 818 | (33,674) | (2,986) | (3,296) | (2,661) | (3,472) | (3,979) | (3,221) | (39,138) | (13,333) | (10,300) |
Integration expenses | (20,432) | (13,447) | (8,924) | (8,886) | (11,343) | (7,461) | (4,679) | (2,485) | (51,689) | (25,968) | |
Change in fair value of contingent consideration | 0 | 0 | (35) | 675 | 5,405 | 0 | 836 | (4,789) | 640 | 1,452 | |
Impairment of intangible assets | (1,781) | 0 | 0 | 0 | (1,781) | ||||||
Restructuring and plant conversion expenses | (4,667) | (2,721) | (3,058) | (12,302) | (10,495) | (2,380) | (1,115) | (574) | (22,748) | (14,564) | |
Litigation expenses | (645) | (12,056) | (44,827) | (2,123) | (3,331) | (1,342) | (396) | (1,505) | (59,651) | (6,574) | |
Net income attributable to Stericycle, Inc. | 78,876 | 52,263 | 60,449 | 75,458 | $ 82,526 | $ 82,845 | $ 81,936 | $ 79,149 | 267,046 | 326,456 | 311,372 |
Mandatory convertible preferred stock | (10,106) | 0 | 0 | 0 | (10,106) | 0 | 0 | ||||
Net Income Attributable to Stericycle, Inc. Common Shareholders | $ 68,770 | $ 52,263 | $ 60,449 | $ 75,458 | $ 256,940 | $ 326,456 | $ 311,372 | ||||
Basic earnings per common share (in dollars per share) | $ 0.81 | $ 0.62 | $ 0.71 | $ 0.89 | $ 0.97 | $ 0.98 | $ 0.97 | $ 0.93 | $ 3.02 | $ 3.84 | $ 3.62 |
Diluted earnings per common share (in dollars per share) | $ 0.80 | $ 0.60 | $ 0.70 | $ 0.87 | $ 0.96 | $ 0.96 | $ 0.95 | $ 0.91 | $ 2.98 | $ 3.79 | $ 3.56 |
SCHEDULE II - VALUATION AND 100
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance for Doubtful Accounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance Beginning of Period | $ 19,083 | $ 19,134 | $ 19,443 |
Additions/ (Deductions) Charged to/ (from) Expense | 13,650 | 9,869 | 4,823 |
Other Charges/(Reversals)/Changes to Reserves | 3,054 | 842 | 322 |
Write-offs/ Payments and Other Changes | (13,458) | (10,762) | (5,454) |
Balance End of Period | 22,329 | 19,083 | 19,134 |
Valuation Allowance on Deferred Tax Assets | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance Beginning of Period | 56 | 1,122 | 3,340 |
Additions/ (Deductions) Charged to/ (from) Expense | 13 | 0 | (1,451) |
Other Charges/(Reversals)/Changes to Reserves | 17,516 | (1,066) | (767) |
Balance End of Period | $ 17,585 | $ 56 | $ 1,122 |